Joan, Even if Win XP could run on a computer from the Win98se era, the money would be spent better on a new system. There are some real WinXP machine bargains out there, and they also often include 17 inch LCD flat screens. The machines get WinXP included at a bargain rate from Microsoft, and is reflected in a lower machine price. The LCD screens are nice because they give back so much space that the CRT screen monsters took up. On my last trip to Office Depot, there were no CRT monitors for sale.... they were all LCD flat screens. I have a 19 inch LCD screen, and it sure is nice. It's very light and easy to move, too. Your FTM program will run great on WinXP (on a new machine), and your existing broadband modem will work fine. By the way, I did have to upgrade my modem recently, but it was because my local Cox.net cable provider upgraded their signal, which older cable modems couldn't handle well. It wasn't related to WinXP. The signal kept dropping out and was driving me crazy until I called Cox.net, and they told me what the problem was. It would have made no difference whether I was using Win98, ME, or XP. It was the obsolete modem's fault only. Woody ++++++++++++++++++++++++++++++++++ In a message dated 9/20/2006 7:44:48 AM Central Standard Time, JHuecker@aol.com writes: I have Windows 98 SE - If I install Windows XP as an upgrade will it affect my other software programs, ie Family Tree Maker 2005, etc. I hesitate to buy another computer, I already have two and only use one on a regular basis. Also will it affect the modem I have for broadband? How much memory does one need for XP? Not a computer geek as you can tell. Thanks in advance. Joan/Ohio