I'm running a Win7 Pro x64 host on a fast machine with 16GB of memory, so I'm not suspecting the host. The guest VM is an XPsp3 with 3GB of memory assigned to it. I'm using Win 7's Virtual PC (not "XP Mode", this was an old VM I brought along from my old PC) to run this VM. I don't have the integration features enabled (because I don't like rdpclip.exe using 99% of CPU). Any suggestions as to why I'd see redraw issues on this VM? As I move the mouse cursor over certain areas of the screen, I'll get a black rectangle appear for a fraction of a second there and then the background will redraw. Sometimes I'll look at my quicklaunch toolbar and see that half of the icons aren't there. They'll re-appear when I mouse over them (one by one). Also sometimes I'll see a square that didn't redraw properly. Maybe an icon on an app's toolbar that's distorted. Neither the host or the VM are lacking in memory or CPU power. It's almost as if I'm controlling it via VNC, where you often get these kind of redraw issues, but you kind of accept that with VNC.