Winamp 5. Makes you wonder what happened to 4. Well, 2 and 3 are 5. Now that that's cleared up, Winamp 5 is very cool. I have had it since the beta, now I've got the alpha and it's even better. I have always used MusicMatch. Swore by it. It's good for making CD's. It sounds a little better, but Winamp 5 is just cool. All that said, I DLed iTunes the other day. I was surprized. It's easy to operate, and sounds pretty good, by the way I have a SoundBlaster Live, and it amazes me that you get a different sound out of all the different players. Basically, what it boils down to is what sounds good to you. I have surround speakers, and a couple of Bose just to round things out.