Hello guys! I have a similar problem. Yesterday I tried out Skyrim for the first time and wanted to test out the optimal graphic settings before really beginning to play. I only used the old 1.1 version of Skyrim with latest graphic drivers installed. So I set everything to ultra except 4x AA (because I don't notice a difference in-game) with 4x SSAA and Quality Ambient Occlusion through the nVidia Control Panel. I hadn't done any ini-tweaks or mods installed so far. I just started a new game and ran straight to Whiterun (because I had heard that it's a good place to test out performance). So my average FPS (with FRAPS) was 50 and never dropping under 30. Changing single graphic settings, I quickly noticed that changing AA, SSAA, AF or Ambient Occlusion barely affected my FPS at all (either way). The game ran fluidly so far. Unfortunately, when I got out of Whiterun at sunset, and when the rays of the sun broke through the branches of a nearby tree my fps dropped to 20-22!!! I made a quicksave and changed the shadow settings from ultra to high and gained 40 fps!!! running around the area of whiterun with up to 80 fps. I wanna know if it's possible that this setting can cripple my gpu so much? (I know that shadows are a big fps killer, but 40 fps???) Besides I think my rig should be able to deal with ultra shadows. I saw youtube-videos of ppl who had the exact rig as mine and could run everything on ultra + many graphic mods. So here's my rig: Windows 7 64bit ASUS P8Z68 V-Pro i7-2600k @3,4ghz 16 gb ram Geforce GTX 580 1,5 gb VRAM Corsair GS600 Also, I played with the native 1920x1080 resolution on a single monitor, real time virus scan was disabled, there weren't any other programs running in backgound (except FRAPS), energy option was set for high performance and my gpu wasn't overheating. My overall time in-game was estimated 30-45 minutes. I had to leave Vsync enabled to avoid too many fps fluctuations. Hope someone can help for I'm not much of a PC expert. Thanks already!