Got this from another site and its a GREAT guide.

Enjoy!

You don't have to be a Windows wizard or expert administrator, either; just a few minutes' tinkering with system settings and changing a few of Win XP's less desirable defaults can make a big difference. We've tapped Microsoft's and other Web sites (one of the best is TweakXP.com) and mixed their advice with a few of our own favorite tips to create a top-10 to-do list: Here's what you should do as soon as Windows XP Setup has finished and you've logged in from the Welcome screen for the first time.

1. Install and update your antivirus software, and run Windows Update while you're at it. How many hundreds of "Reblank)" e-mails or attachments from strangers does it take to convince you? Windows XP's new Personal Firewall won't protect you from Goner, Sircam, ILOVEYOU, or any of the other epidemics that infest Internet Explorer, Outlook, and Outlook Express on a daily basis, so you should put your antivirus program CD into the drive the moment you take the Win XP disc out -- and as soon as the virus-fighter's installed, run its online update to fetch the latest, up-to-date virus signatures.

Second in importance to regular antivirus updates is Microsoft's own Windows Update -- there have already been more than half a dozen patches and upgrades to Windows XP, ranging from compatibility improvements with Nero 5.5 and McAfee VirusScan to cures for glitches in Remote Assistance and XP's CD-burning code and support for additional Webcams, camcorders, and TV tuners in Windows Messenger.

We're paranoid on principle, so we've changed Windows Update's default setting of automatically downloading available updates without telling you. You can instruct the OS to ask your permission before downloading, or do nothing until you launch Windows Update manually (from the "All Programs" listing on the Start menu), by going into System Properties. The latter is the System module in Control Panel, also available by right-clicking My Computer in the Start menu and selecting Properties. Once there, click on the "Automatic Updates" tab.

2. Save hard disk space. Like previous versions of Windows, XP sets aside a hefty 10 percent of your hard disk to store deleted files in the Recycle Bin; that made sense when PCs had 200MB hard disks, but is a whopping waste of 2GB to 10GB today. Right-click the Recycle Bin, choose Properties, then move the "Maximum size of Recycle Bin" slider to 5 percent or less.

While you're at it, go into System Properties and the System Restore tab -- on our desktop, Windows XP set a hoggish maximum of 12 percent of our hard disk to hold restore points (data used by System Restore to revert your PC to an earlier, working state after a crash, software-installation glitch, or other faux pas). Slide that sucker down to size, too -- or consider turning off System Restore and devoting disk space to the more thorough and versatile super-undo protection of Roxio's GoBack instead.

3. Turn on ClearType. Notebook LCD viewers will be astonished by the sharper text that Microsoft's new sub-pixel-tweaking typography feature delivers, and we're getting hooked on it on our CRT monitor as well. Alas, ClearType is turned off by default. Go into the Display module in Control Panel, or right-click an empty space on the desktop and choose Properties. Select the "Appearance" tab, then "Effects," and pull down the "Use the following method to smooth edges of screen fonts" menu to change Standard to ClearType.

To get even more out of ClearType, you can visit Microsoft's Web site at h**p://www.microsoft.com/typography/cleartype and activate ClearType from there, choosing among six font-display or line-thickness options. If you crave ClearType even on the Welcome login screen, launch the Registry Editor (REGEDIT from the Run command on the Start menu), find the key HKEY_USERS/.DEFAULT/Control Panel/Desktop in the left panel, and right-click the item FontSmoothingType in the right panel. Select Modify, then change its value to 2.

4. Speed up the Start menu. No, it's not your imagination; the Start menu can be a little leisurely. Make it appear quicker by using the Registry Editor to change the value of HKEY_CURRENT_USER/Control Panel/Desktop/MenuShowDelay from 400 (the default) to 100.

Also, don't be shy about customizing the Start menu. Not only can you promote your favorite applications from the "All Programs" submenu by right-clicking them and selecting "Pin to Start menu," you can demote entries with "Unpin from Start menu" (or, for the recently used applications in the lower half of the left column, "Remove from this list").

And by right-clicking the Start menu and selecting Properties, you can tweak to your heart's content -- not only switching between the new and Classic menu layouts, but exploring the "Advanced" options to change My Computer from a link (window) to a menu, or rid of My Pictures and My Music, or turn off the "My Recent Documents" record of files you've accessed.

5. Put your picture on the Welcome screen. Windows XP's personalized login screen is a friendly touch, but its selection of images to go with user names -- butterfly, guitar, snowflake, squeaky frog, skateboard dude, rubber duck -- leaves something to be desired. Appease your vanity by using an actual digital photo of yourself (or any other image) instead.

Just go to Control Panel's User Settings module, pick a user account, select "Change my picture," and use the Browse button to select a new image from My Pictures or any other folder. Your image will be scaled, so there's no need to crop it, to the same 48 by 48-pixel size as the prefab icons, but square images work better than rectangular ones.

6. Change the way you look. ClearType is just the beginning when it comes to customizing Windows XP's appearance. The Display Properties control panel, as mentioned above, also lets you turn on and off a few frills like menu transitions and drop shadows under dialog boxes.

For even more fine-tuning, see System Properties (again, Control Panel/System or right-click My Computer) and the "Performance" menu of the "Advanced" tab -- you'll be able to override Windows XP's defaults (everything on for maximum glamour, or everything off for faster response) by individually choosing visual effects such as sliding Taskbar buttons and the shadow of your mouse pointer. (Leave the other "Performance" options at their defaults, unless you want to slow down foreground programs for the sake of background processes.)

7. Get PowerToys. Microsoft's PowerToys package is a must-have download for Windows XP tinkerers. Its signature module, TweakUI, lets you adjust scores of settings and defaults, ranging from disabling Taskbar balloon tips (e.g., those annoying "Get a .NET Passport!" ads) to changing the size and sharpness of images in Explorer's thumbnail view.

8. Eliminate MSN Explorer and Windows Messenger. Speaking of annoying things in the Taskbar, Microsoft very much wants you to use Windows Messenger instead of AOL's or another rival -- and loads the instant messaging, chat, and videophone application every time Windows XP starts up, and doesn't let you uninstall it. By contrast, the OS also installs the dumbed-down MSN Explorer browser and e-mail client, but at least you can remove it by going into Control Panel's Add or Remove Programs module and clicking on "Add/Remove Windows Components." Windows Messenger isn't listed.

The first step toward freedom is to open Windows Messenger's Options/Preferences dialog, also available from within Internet Explorer 6 (Tools/Windows Messenger), and uncheck "Run this program when Windows starts" and "Allow this program to run in the background." The second step is to remove Messenger altogether, which requires some undercover work: Use Notepad to open the SYSOC.INF file, which is located in the C:\WINDOWS\INF folder (replace WINDOWS with the name of your Windows XP directory if different). You'll need to type the path manually, since it's a hidden folder.

Under the [Components] heading of SYSOC.INF, you'll see a line that reads msmsgs=msgrocm.dll,OcEntry,msmsgs.inf,hide,7. Delete hide, and exit, saving the edited file. Now Windows Messenger will appear in the Add/Remove Windows Components list -- as will other programs from which you remove the hide, tag, such as Pinball.

9. Tweak IE 6. Whether you want to save disk space or protect your privacy, the Tools/Internet Options menu of Microsoft's Web browser is a good place to start. The "Temporary Internet files" area of the "General" tab has convenient buttons to delete all cached files and cookies (though not the keep-selected-cookies options of third-party cleanup utilities), and a Settings button that lets you specify the buffer size.

The "Advanced" tab offers even more control, including the option (under Security) to empty the Temporary Internet Files folder every time you close the browser. We also unchecked the "Enable Automatic Image Resizing" option under Multimedia, since we need to see whether images we download will fit in a browser window without having IE 6 automatically make sure they do.

And PowerToys' TweakUI's Explorer options include a sanity-saving check box that lets you take Microsoft's dippy Links subfolder (MSN, Radio Station Guide, etc.) out of your Favorites menu.

10. Rein in AutoPlay and Media Player. AutoPlay was kind of convenient back when it was just a matter of starting to play a music CD inserted into your CD-ROM drive, but Windows XP frankly takes the idea too far, changing the mouse pointer to a spinning-CD icon and popping up menus trying to second-guess your intentions every time you stick in a disc -- copy digital images to a folder? play MP3 files with Windows Media Player? open a data disc in Windows Explorer?

If you find it as annoying as we do, you have a couple of options. The brute-force approach is to kill AutoPlay altogether -- enter GPEDIT.MSC at the Run command, look for Computer Configuration/Administrative Templates/System, and right-click the listing "Turn off Autoplay." The slightly more painstaking but flexible approach is to right-click on your CD-ROM (or CD-RW or DVD) drive in My Computer, select Properties, and customize AutoPlay settings for different types of disc content (for most, we like "Take no action").

Speaking of AutoPlay and Windows Explorer, Microsoft is immensely proud of XP's newest, fanciest, most-bloated-yet version of Windows Media Player -- it can do glitzy things like download album-cover art and let you choose among a dozen ugly "skins," and it takes forever to launch if you just want to listen to a WAV sound bite or MIDI music file.

If you'd rather just hear or see your multimedia files without enlisting in Redmond's war against RealJukebox, we're glad to report that good old, slim, trim Media Player 6.4 is still available in Windows XP -- simply change Explorer's Folder Options/File Types association for WAV or MID files or whatever to MPLAYER2.EXE (it's in Program Files/Windows Media Player), which carries a movie-clapboard icon, instead of the ponderous MPLAY32.EXE with its circled-triangle icon.