windows is shipped as a one-size-fits-all os, so what that means is that theres a load of services you probably dont need going on by default-- go to blackviper.com and look at what services you can safely disable on your system. for example the print spooler service on mine is off unless i turn it on so i can print- that saves me 3mb of ram for other stuff to use- plus all the crap thats added to the startup sequence is usually unneeded--- search for mike lin's site- he has a startup control panel thing that makes it easy to manage it all