Given the per pixel trans, this would be col to run in XP also. But every time I try to open the properties dialog, Tclock3 gives me an error (index out of bounds(0)) and then crashes the taskbar. I don't know if this is because it's reading something wrong in the registry(I have Tclock2 settings there) or not. I know this was meant for W2K, but I thought I'd let you know of this error I was getting. Anyway, it does look quite awesome in the screenies. Keep up the good work, Two_toNe