Heck, I find windows 2000 to be really cool. Like the others said, its way more stable. It's pretty much the same as Windows 9x for basic everyday use. It is a little harder to install and setup but not a biggy if you know computers. As for software, I find it runs quite a lot - it doesn't have to be Microsoft. However, 16-bit applications seem to run slower on win 2000 than on Win 9x machines. You just gotta try it.