Well yesterday I grabbed the source for linux-2.4.0.SuSE-6.tgz from ftp://ftp.suse.com/pub/people/mantel/next/ yesterday [of course there is a newer version there today-)] Compile and install went fairly smooth. Rebooted and it wasn't loading modules. At first I figured I'd forgotten compile the right ones. But no that wasn't it. After some playing I figured out modprobe was looking in the wrong place for them. Actually read the Docs with the kernel and found out I needed to update modutils. Did that and things got better. Went and compiled Alsa. Now modprobe wouldn't find the sound modules. It seems that the new modprobe wants them in /lib/modules/sound so I just got lazy and copied the stuff in /lib/modules/2.4.0/misc to /lib/modules/sound and everything was happy. I'm not sure I'm seeing any real changes with 2.4.0 vs 2.2.18 but it seems it handles memory a little better. Nick