ok, when i right-click on any file, it takes like 10 secs or so for the menu to pop up, also takes that long for notepad, ms word, excel, and paint to open only if i double click on the associating file. if i open these programs directly by start menu, there's not much hesitation. thought it might of been spyware or other crap. ran tests with spybot, adaware, ms spyware, and avg. no nasties found. hdd not fragged, running O&O defrag set to auto, so it keeps it pretty well defragged. have'nt done a sys restore yet, thought there might of been something simple that could have been first. i'll see what some of you guys say about it first before i restore it.