I reciently upgraded my PC to windows 7 Ultimate, 64 bit, from windows XP. (32 bit) When I installed skyrim there are a few things that changed. The biggest issue, is that skyrim is running really slow... No matter what the GFX settings. It is like there is a frame rate limiter holding it at 16 FPS. It holds 16-20 FPS no matter what the graphics are set at, from minimum to max. Even with the High resolution textures, the FPS stays around 16-20 fps.. Obviously no gain, but suspiciously little loss in performance.. There is nothing I can seem to do to get more.. With windows XP, I got closer to 30FPS I don't know what to do to get a higher frame rate.. It stunned me because usually when you turn down the gfx quality, the frame rate goes up.. Well it just doesn't seem to do that in this case... My system specs are: Windows 7 Ultimate Intel Core 2 quad Q8200 (@ 2.65GHz) Asus P5K Motherboard 4 GB DDR2 Geforce GTS 450, with 1GB GDDR5 I found it especially weird because all the other games that I installed onto my new Win 7 install have higher frame rates then the Windows XP counterparts. Not only that, but it allows for better graphics, with DX 11. (which seems to perform BETTER then dx9c. For instance: On windows XP I had installed Crysis 2. I was able to play the stock game, no patches at all)at Medium-high settings, and get 20-25 FPS. (with only DX9c) On windows 7, I am able to play the same game, but updated to DX11, and also the official high resolution patch. I can play that mostly with Ultra settings (the highest), and 2-3 set at Very high (the second highest), and still MAINTAIN 25fps... So when I go over to skyrim, I learned that there was a high resolution patch, and my system meets the requirments so I took out skyrim and installed it (I just got Win 7 last week, it is the best thing I have got for my computer since getting a True flatscreen monitor! it just seems soo much better!!) But anyway, because I was expecting skyrim to run as well as it did on Windows XP, I downloaded and installed the updates and high resolution textures, before even starting the game.. Once that was done, I started a new game.. and the Framerate was HORRIBLE.. a steady 16-18 FPS!!! So alright I thought.. and I exited out of the game, and turned down AA from 8x to 2x, and turned down a multitude of other settings, making an overall quality of around a little less then medium. (less then 50% on sliders and medium options) Booted the game back up... Well that increased the FPS absolutly NONE... Well ok then I thought it might have been the the culprit I uninstalled the entire game (cant just uninstall patch) and reinstalled the original skyrim.. No hi res update.. and I am still not getting any more then 18 FPS... What is going on with this game??? any ideas? thankyou!