Let's run down the list. Off the top of my head, Windows 98 SE: Is stable if you don't have too much stuff open at once and take good basic care of the PC, Is more compatible with older software than 2000+, Is more compatible with older devices, Carries good USB support (and with the unofficial service pack and Flash drive USB support, it's as good as 2000+) Still works with most new software, Has a better file search utility, Has a better scandisk utility, Has a generally faster loading/shutting down time, Is *MUCH* more secure than 2000+ even without a firewall, Has MS-DOS, which 2000+ lacks, useful for lots of things, Has more than decent networking capabilities, No need to login each time, Most major components still compatible, It is easier to access deep into the system with 98SE than 2000+. I have also had major problems when installing 2000 before: It thought I had 3 monitors and a generic TV, and the mouse locked up more than half the time on bootup. Went straight back to 98se.