I just use Arrow for my WB, with a very simple wallpaper and nothing else on the desktop. I have folder shortcuts, the calendar widget, and popup menus with volume and weather in Right Click. I use Object Dock Plus (aero backgrounds). I have a mailchecker, clock, iTunes controller (view), start menu button, power indicator, etc. in a zoomed dock in the bottom middle. On the top, I have a tabbed dock with the apps I used arranged by category (and the system tray). On the left, I have another tabbed dock which I use to organize projects I am working on by category. In this dock, I also have a tab called 'to do list' in which I add to do items (so I could take that off of my desktop). In the lower right hand corner, I have a tabbed dock that is just a taskbar--I've grown used to it there. On the left side, I have a zoomer dock with some pictures of my son on it--it is typically very small, but zooms to the largest setting on mouse-over. I also use zmover and winplosion to handle screen placement and multitasking. It sounds like a lot of docks, but they are very unassuming and give me all of the functionality I need. Oh yeah, I do have one widget on my desktop, just below the zoomer on the bottom--a wireless connection widget. The OD version just doesn't work well for me. Very minimal--nothing on my desktop. The WB skin is elegant and simple, and I actually find the transparentcy helpful for multitasking (and the shadows help to).