I think I figured out the USB transfers by disabling a couple of options in the BIOS. I think the CD though has to do with enabling DMA. Anyway, today I received a new K6-3+ 450 and it worked like a champ. Also installed a 128MB PC133 stick, running at 100MHz. Increased my speedsys score to about 550. All old games seem to play just fine. Pretty happy. Now to decide about replacing the S3 Virge DX 4MB.