I run VMWare on a windows host and have several linux-VMs installed and running in there for testing. You mean it should be better the other way around for best performance with the VMs? _____ From: windows2000-bounce@xxxxxxxxxxxxx [mailto:windows2000-bounce@xxxxxxxxxxxxx] On Behalf Of Bob Coffman - Info From Data Corp. Sent: Wednesday, November 28, 2007 4:09 PM To: windows2000@xxxxxxxxxxxxx Subject: [windows2000] Re: 32-bit virtual machines Ray, Get the 64bit - at some point you may change your mind on being all 32bit. If I were to design your _VM appliance_ to balance cost/performance, I would get a single dual-core CPU and as much RAM as you would need to run the OSs you want + extra for overhead and future growth. And if you are going to run VMWare Server, use a pared down Linux (Centos is a good choice) as the host OS (ie no GUI).