You could always try Mandrake.  They started at as a "Red Hat+" kind of
distro, but have since become their own flavor.  They're still
RPM-based, and can use (a claimed) 99% of Red Hat's RPM's.  The only
thing that may stop you with this is that it's RPM's are compiled for
Pentium or better systems.
I have the Mandrake 7.1 CD's, and could let you have them.  I won't be
needing them much longer, as I'm beta testing 7.2 and it's pretty close
to done from what I see.

Hawke wrote:
> 
> well,
> I've finally had it with redhat.
> I have spent the last 5 hours TRYING to get the needed
> security updates from them (without success I might add).
> 
> Their ftp site is unreliable (at best) and right now, impossible!
> 
> As soon as I am able, I am dumping redhat in favor of the
> debian system that I recently won at raffle during the
> last plug meeting.
> 
> I am sure their apt-get system has to be better than the
> so-called system that redhat is currently using.
> 
> sign me: pissed off at redhat "Hawke"