Upgrade? Vista wroks flawlessly for me. I have three laptops and two desktops for my business. Try using the vista help and the "intro" type stuff to familiarize yourself with Vista. Its simply a new tool. Learn how to use it and it will do your bidding. If you go to XP you might as well take your RAM to 1gig or less, downgrade the soundcard and use an old version of MS Ofiice and your should be right where we were six years ago. Dont forget to get a 15" CRT TOO. Or just wait for '7' its is suppossed to address some of the complaints of disheartened Vista users.