Dual boot, Win98SE and Win2000Pro. 2 HD's with 2 partitions (60 gig total). 128MB SDRAM, Celeron 533MHz. While in Win2000 when I right click any object I get the popup instantly. When I right click the open desktop it takes at least 30-45 seconds for the menu to popup. The hourglass just spins away. Used Defrag on Win98SE and DisKeeper on Win2000. Admission: I am a "tinckerer". Will install an application and remove it if I don't want it. I only remove via the Add/Remove program and NEVER remove shared .dll's. I have enabled and disabled the Active Desktop with no change. This problem does not exist while running Win98SE, only Win2000. Why the extreme desktop slowdown? Thank you in advance.