First and foremost, I would like to start by saying, awesome work, I'm really grateful to see this. The removal of aero glass has been my primary, only, and huge complaint about windows 8 . That being said, I've noticed a huge issue. After running, many processes will jump up to huge amounts of CPU utilization. (particularly skype and explorer start really freaking out, 7-8% utilization each on an i7, both normally use a fraction of a percent). This does not go away after closing the app, and only resolves once you kill the apps in task manager and reopen them. DWM also doubles or triples in utilization (sometimes more) - I assume primarily due to everything being a layered window, an approach I've been heavily against in other solutions. This requires not only extra dirty region calculation but now alpha blends the entire window. Even with an efficient blur implementation this will start to kill battery life on any device not plugged into a wall. The ideal solution would be to find where you can adjust DWM's dirty region calculation (it's possible ). I would love to help with your project, please let me know if there's anything I can do, I know quite a bit about graphics/DirectX