I cut my teeth on Minix and Slackware 1.1, but I've been in the OS X Wilderness for the last few years. I'm trying to standardize on a Linux distribution for personal and work-related use on less powerful laptops and under virtualization. So far, NetBSD and OpenBSD are the best fit for my purposes- but after plenty of frustration I've come to the conclusion that I need to stick with Linux to get the hardware and software support that comes with it. What I like about NetBSD/OpenBSD that I'd like to keep: X, but no default KDE, GNOME or XFCE! A sensible /etc and dot file setup- startx calls xinit, xinit looks for ~/.xinitrc; nothing more complicated than that is needed. Command line tools and file-based configuration: I shouldn't need a GUI to connect to a WAP. Decent selection of binary packages; building from source is OK, but nothing source-only like Gentoo. pkg_add (BSD) and apt-get both have treated me well in the past. Modest RAM and HDD requirements: boot + X + awesome+ two xterms takes up 80 MB on OpenBSD and 240 MB on Debian 5 and Crunchbang In my experience, most "lightweight" and Live CDs focus on a nice desktop environment crammed into a CD or USB stick; once you add build-essentials you end up with something just about as bloated as Ubuntu or Debian full install. Crunchbang is a great example. Thanks in advance for all suggestions!