I saw max versions from 1.0 to 4.29. I can't tell which version I ran in which os but 3.1 to 4.29 was under w2k though. Version 2.5 was the last one considered as a stable one. I've heard the same from many other mouths too. After Discreet took over Max (from Kinetix) things started to get both better and worse (like i described above). After I forced myself to learn Maya, I've never looked back. It's heaven Thanks goes to A|W for the price cut.