XP Sounds like the way to go, heh, nope, don't mind the loud computer at all, have a delta screamer on it, and then i will have a 120mm on the side, heh, right now it's only a 92, but i want more more more airflow noise isn't an issue, so thanks for your input guys, i'll be ordering, probably from neweeg or whatever, they've got the cheapest price counting shipping.......time to jump into this century....