I have *the first* mac pro (2006). Windows 7 64bit, though still windows, is worth upgrading to from vista or XP, especially if you can get it for cheap. First off, Windows 7 will apparently install on top of [pirated or not pirated] versions of XP corporate (AKA 'XP Volume'--no activation required). You can therefore install XP corporate, purchase the $30 Win7 upgrade (this is a seriously limited time offer, apparently), format, and you'll be good to go. This is what I did. I ended up paying $30 for windows 7 64. I'd Recommend Win7 64bit. You're silly not to if you have a mac pro. M$ now lets you download Windows 7 once you buy it. In order to install windows 7 64 bit, however, you must install from a bootable win7 64bit disk. In order to get a bootable disk, you need to download the ISO, get a physical copy though the mail ($13 extra), or do what I did and convert the 'setup' folder into an ISO you can burn in Disk Utility (or in windows.. To do that, you must go through these steps (this takes 5 minutes and must be done from within Windows).: http://www.mydigitallife.info/2009/...rom-exe-plus-setup1-box-and-setup2-box-files/ Note that the " oscdimg.exe" file is a broken link so you'll have to google the filename. I found it here: http://www.filestube.com/f04b2ce143ffda3d03ea,g/oscdimg.html Once booted into windows 7, you may want to install the bootcamp 3.0 64bit drivers. This would be a bad idea, and the installer will stop you from doing it. Bootcamp does not currently support windows 7, and until they do you have to hack to install it (like I did). My results were bad: I got 2 BSOD because of the AppleHFS.sys driver (allows you to access your HFS+ formatted drives from within windows). Luckily they were spaced far enough apart where I could copy my 13GB backup files from my HFS drives to the NTFS partition (you may not be so lucky). I then went into "add/remove programs" control panel and erased bootcamp. I may have been able to get by with just deleting the AppleHFS.sys driver, but I didn't care to risk it. However, if you don't want to listen to reason, you can install the bootcamp 3.0 drivers anyway Simply insert the snow leopard dvd, search for 'command', right click on the command prompt, 'open with administrator privileges', and then type D: cd "Boot Camp\Drivers\Apple" msiexec /i BootCamp64.msi This will force the installer to run. Note that d: is the letter of your dvd drive. It may be E:, F:, g, depending on how many drives you have hooked up. The "CD" command should throw a "not found" error if you've got the wrong drive. After you're done jumping through all these hoops, make sure to MANUALLY run windows update (click 'start' and search for it), and click on the OPTIONAL updates and install those as well. This will probably get your sound and whatnot working. Yes the ethernet driver was included, so I didn't have to mess with that. I have an 8800 and had to go to NVidia's site to get the most recent driver. You may have to as well. Currently my windows 7 mac pro is running fine. It runs multiple monitors and games better than XP. It's very VERY fast. I'd recommend it if you have important things to do (like, in my case, video games). Fanboys aside, this is an excellent OS, and if you can get the $30 upgrade price, it's way more of a step forward than Snow Leopard was over 10.5.