not as fast as winamp2. FYI, I'm running a 700mhz Athlon with 400+ megs of ram. That's also true for me (AMD 5x86/133 MHz), but even with simple playback of single sound files, not with advanced playlist options. Foobar can't play a 128 kbps MP3 file without stuttering here (on a Win95 system), so despite its appearance it's not usable for older PCs. Maybe the internal 32-bit architecture is the reason for that (don't know), but there's no option to prevent this behaviour. With Winamp 2.81 you could raise the CPU priority for playing sound files (also with the input plugins), but I can't find anything similar in Foobar, so the only thing it's good for me at the moment is reading file infos from MP4 files. Bottom line: Other than a ton of playlist style variation, what does Foobar offer that's better than WA2? Is sound quality really that different...? I mean, we're all playing lossy music here anyway. If I want sound quality, I use Mpxplay, because as a DOS player it accesses the sound card directly and not through a Windows driver. Switching from Winamp or WMP to Mpxplay with the same file always gives me a "mucho warm and fuzzy feeling".... The only drawback (and the reason for installing Foobar after a general system clean-up which also eliminated Winamp) is the lack of AAC/MP4 support, so I have to reconvert those files to WAV every time I want to do a comparison. By the way, does anyone know if the FAAD2 option to send an AAC/MP4 file to stdout instead of writing it to the disk can be used as a direct audio player for those files somehow?