I just did an upgrade from XP and thought I'd share a little info from the experience. First off be it known that it took 3+ hours to upgrade mine, but have a 200 gig drive that is 3/4+ full so that may have had something to do with it. Second there is a feature I had not heard of that is important. As it is upgrading it makes a list of problems that your system has and keeps track till the upgrade is finished. When finished it will then go to the internet to find fixes for your problems. It may not be able to fix all, but it fixed some of mine. Example: I have two tv cards on my rig - one for tv and one for security cameras. Both are very old and neither worked after the upgrade. After the problem solver had time to work the security camera one started working :thumbs: The point of this, is get your internet up and working first before doing anything else so it can do its thing. Of course my wireless card would not work so I did not know all of this until AFTER a lot of frustration in trying to get things to work. I went out and found a wireless card and put it in and all sorts of things started happening including a 150 gig download - which included some of these fixes and many Vista updates. Vista is quirky because of my Win 3.1, Win workgroups, win95, win 98 XP use but all in all it is quite user friendly - if you forget about how you want to run things and go with their way :laugh: The upgrade itself went quite well compared to some I've done in the past. It picked up my desktop picture, and almost all of the settings. Missed my network setup though that may have been due to the reinstall of new wireless card software. As to price, I found it on Ebay (Vista Home Premium upgrade) for 66.00 which was about 50-70 lower than usual on Ebay and about 75 below retail around here. There is a possibility of going back to XP however when mine did its thing it did not create a "windows.old" directory for that purpose and I could not go back. There are instructions on MS site if you ever need them. I was not given the option to save old settings/files as I had been in past upgrades.