When comparing XP to 2K, the only thing that seems to be a performance issue is explorer.exe For those of you that don't realise (as MS's naming can be confusing), explore.exe is both the file manager (aka windows explorer) and the GUI (taskbar, start menu, desktop icons, and windows like my-computer and control-panel). Not only is it using large amounts of RAM/VM but the CPU time also accumulates while the system is idle. Note this is after 2 1/2 days of uptime and a reasonable amount of use. Of course, You could just kill explorer every few days and launch it again, but then you lose some of your system tray icons. Still, it's no MAJOR issue as if you were running a serious server, you would use only "task manager" not explorer. But its still an issue that could be addressed. If theres one thing that reduces XP's uptime dramatically over 2K, its probably the new explorer with all it's "fantastic" and "initiative" new features. I have successfully run XP with 2K's interface. (Also speeds up browsing as it doesn't try to read ID3 tags and AVI info for example). But I have yet to test it properly. Anyone else noticed this, and anyone else had any experiences (XP's ) with replacing/striping down XP's GUI?