what freezes exactly? Windows (please clarify if Win98 or Win2K or dual boot)and/or the media player(and which one)? Was it an upgrade from 98 to 2k? I've never personally ran into that prob...yet...ummm...so yeah check that there aren't any dma (if any), I/Q, mem, and/or I/O channels conflicting...by the way...please read my post I will have a question as well...it will be titled help tripstone....hope you get your problem resolved