Quite simple. We STILL don't have a lot of 64-bit apps out. However, I am one of the 46% that DO have the 64-bit version of Windows 7. I decided there finally was a need for it, however, I don't have 4 GB of RAM (only 2 GB). I will upgrade when need be. With the kind of RAM I got, the upgrade is only $60 or so. Can you imagine how much 2GB of DDR2 ram would've costed 3 years ago? It's obviously cheaper now and I STILL don't need it. They need to discontinue 32-bit OS's. At this point, though, 128-bit OS's might be a waste.