I have not used Win ME, but I will tell you that Win2k has been worth every penny. When I was using Win98, I had to reboot at least once during trading hours each day. I may have had something conflicting on my system for it to be that bad, I'll never know. I installed Win2k (clean install) and haven't had a single crash. My only problems were that I have a webcam and digital camera software that aren't compatible and had to replace one of my video cards that didn't have a Win2k driver available. I bought these thinking I would never need win2k compatibility. Live and learn. Even with all that, Win2k has been awesome. Kirk Redart11, with regards to cost, I got Win2k on Ebay for about $160.