I've had my machine (Celeron 333/60G HDD/384M mem) for about 6 years now. Started with 98 & upgraded to 98SE. I've noticed lately that it's been taking longer & longer to boot and once started running slower & slower with more 'jerkiness'. I can't pinpoint when it started but I'm trying to figure out what's causing it. There are a few other 'oddities' that creeped in over time but they were in place before the speed issue. If I boot in safe mode it's OK. Normal boot with NOTHING loading is almost as slow as when I have all my usual crap (Antivirus, Firewall, etc., etc.) loading. I tried running Regmon during a boot and noticed about 12,000 Explorer process registry accesses (open, query, close so I suppose it's really about 4,000) mostly focused in HKCR. I poked in there and it appears that quite a few of my Entries have a 'duplicate' xxxxx.1 entry - effectively doubling my HKCR subkeys. I'm fairly computer literate in general but don't know a whole lot about the registry (though I'm not afraid of it). Does anybody know if this HKCR issue is a likely cause of my slowdown? I hate to research something that isn't going to pan out. Thanks! Oh - those 'oddities' mentioned above include some apps reporting me having 98 while others say 98SE and a nice 3% CPU usage UNTIL I move my mouse at which point it jumps to about 40% and only goes down WHILE I move my mouse!