Possibly. CTRL-ALT-DEL will bring up the programs that are running in the background - the absolute minimum is Explorer and Systray, though I wouldn't suggest that you disable the rest except for testing, there may be something there you can see and terminate. Run system file checker (Start>Run>(type)SFC) to ensure that your system files are OK (you will need your 98 CD to restore any that are damaged or corrupted). Disable any unwanted processes by (Start>Run>(type)Msconfig) unchecking the item under startup tab and then adopting selective startup. Any events leading up to this (new software) or is this a gradual process of clugging up?