Hi I have an AMD 1.4 GIG CPU, 512 megs Ram, Voodoo 5 5500(64meg ram), 60 gig HDD. I am running Windows XP at the present time. WOW what a difference, I had this setup in Windows 98, but now in XP w/3rd party drivers for the Voodoo 5, I can turn everything on (Graphics) and come close to the ground and it doesn't even hesitate on the graphics. XP has made a big difference in the performance. I purchased the new USB controller and the program is much snapier w/control.