VBGamer

Have you checked the gfx drivers on Win98? Maybe an updated driver may give you better results. You can probably be using some feature available in the Win2k driver, and when you switch to win98 if this feature is not present, then DX will emulate it - and hence the slowdown. Don't know for sure - it's a wild guess... it could be anything Do you have any programs running on background? like anti-viruses, etc? Try unloading them. As far as I know, there's no speed difference beetween win2k and win98.