ok I have to say that the calmira shell for windows 3.1 rocks
go to http://www.calmira.org/ for the latest version. It is free and Open source. New releases are still appearing.
This is perfect for me because all I will be doing is playing mp3's surfing the web and playing emulated games from my DOC. I will use an extra CD-rom drive I have to play the mp'3s and game roms from
If you want to check it out here are links for windows 3.1 installation disks.
I still had plenty of room for winamp and netscape (or you can use opera) after installing win 3.1 and plenty of emulators.
at the very least go to the calmira website and check out the screenshots... Very Cool