wow thanks for the fast response,

did the dxdiag test and it says my sound card fails at step 10 - out of memory? and some funny error code.

The same error happens on both my sounds cards, Terratec DMX6fire and the Nvidia nForce.

is that the problem? I reduced the hardware acceleration and re-tested and it still fails.

also tried the deleting the sound.cfg file but no difference.

I will probably plug in my SB Audigy 2 at some point as well and test that.

all my sound drivers are upto date and my DirectX is updated as well.