I want to upgrade my Power Macintosh 8500's processor as well. I have some great programs on it such as Photoshop, Word:Mac, Powerpoint:Mac, etc. but they run very slow on the 120 MHz processor. The OS 9.2 also takes a while to start up. So if you can upgrade the processor to a G3, does this mean I could install a 900 MHz G3? If so, that would be great. A 900 MHz G3 would run those applications, along with OS 9.2 very well. I appreciate any info, thanks.