IMO, the Haiku UI could be made to look "modern" without many under-the-hood changes. For example, choice of a good font and removal of some visual noise (like needlessly thick window borders, and those annoying borders around some BViews that make nested BViews look *really* ugly). The reason people find the OS X UI beautiful is that it's low-profile and completely monochromatic (which makes it very easy on the eyes). There is no visual noise anywhere. Most apps choose to club their toolbars and titlebars, which further cuts down on unnecessary visual noise introduced by dividers and toolbar borders. Plus, OS X keeps applications menus on the top of the screen which, IMO, is a great idea. As examples, take a look at the Windows, KDE and GNOME file managers: http://www.activewin.com/winvista/images/Windows%20Explorer%20-%20Preview%20Pane.png http://polishlinux.org/reviews/ipod_i_linux/ipod_in_nautilus.png http://upload.wikimedia.org/wikipedia/commons/a/a2/Dolphin-KDE4.jpg Notice all the extraneous lines, icons, embellishments and text. Now look at the Finder: http://imagebin.org/70134 My point is, you don't need hardware accelerated whizz-bangery to make an OS look great. OS X works perfectly on my plastic MacBook with only on-board Intel graphics. Sorry for hijacking the thread. I'll now sign off so I can cram stuff for my midsems :( -- Salut, General Maximus