Pro Tools has always been designed to work with high quality audio cards. Pro Tools FREE attempts to bridge a gap and work on as many inexpensive soundcards and chip sets as possible. Many of these audio cards and chip sets have difficult design limitations and use components which are often extremely inexpensive. Please check specific information included in the Pro Tools FREE Read Me and also below, on working with different PC soundcards or chip sets. The workaround: In most cases, the audio distortion you are hearing is only on the monitoring output. The distortion is not being included in your tracks as you record them, but is being added to the playback output. You can continue to record, edit and mix, multitrack versions of your project until you have the makings of a stereo first draft or final product of your mix. When you are ready to make a stereo "master," use the "Bounce to Disk" command to reduce your tracks to a stereo pair. When you play these tracks back in Media Player or another application, or burn them onto an audio CD, you should hear a much clearer stereo version of your work. If you'd like to avoid this distortion on output problem completely, please check out any of Digidesign's combined hardware and software products.