It runs on Glide, so a 3dfx card or a Glide-wrapper is required. You'll need at least a P2-233 system to use it. It was discontinued 6 hours after it's initial release, but it's now being worked on again. The initial release could play 17 games, but, with the help of updated ultra.ini files, it can now support many more. It even has sound and joystick support (the joystick support isn't too great, though). This is the legendary UltraHLE, the first N64 emulator to run commercial games. A Nintendo - 64 Emulator on the Windows platform