Alternatives to Winamp

I like the interface of Winamp a lot, but there are some new features that bug the crap out of me. I am open to alternatives, but don't want to lose some of the nice features I've become used to.

This is how I use Winamp at work:


It sits nicely in the upper right portion (always on top) of my screen with most controls accessible. If I have to take a call, pause is easily at reach. I also like that the mouse scroll wheel controls Winamp's volume when it has focus.

For my uses, Winamp was perfect until recently. I have two major complaints. I can't seem to turn off the update checks. The preferences screen in Winamp has gotten so unwieldy that no matter how much I look, I can't find the option (if it even exists). I also can't stand that every time I insert a USB key, Winamp asks if I want Winamp to manage the music on the drive. This happens every time I insert removable media whether it contains music or not. Again, I cannot see where to turn this off.

I'm basically looking for something that looks like Winamp, but doesn't act like it. Is there a Windows port of XMMS? Are there other programs that can do the same things I like? Should I just download Winamp 2.x?

I use foobar2k on windows, as a simple but powerfull player:

http://www.foobar2000.org/

And have my eye on songbird(multiplatform), looks very promising:

http://getsongbird.com/

What we really need is one of us to get off our arse and write a Windows/OSX/Linux music player than works a bit like the empeg...

I can't get Foobar as small as Winamp (at least not yet) and Songbird looked good until it wanted me to add music to its library before playing anything. That's kind-of more involved than I want. With Winamp, I can just drag files from explorer into its playlist.

I like your musical tastes though...

I just installed Winamp 2.95. That did the trick.

I disliked anything post-Winamp 2.x.

That compact mode is one of the things I always liked most about the program. I guess I don't listen to music on my computer much anymore (aside from right now, coincidentally). I have Foobar installed, but I hate the UI and it has one especially obnoxious behavior: I have all my folders on the left side. When it's expanded the songs are in the correct order, but when I add the songs to the current playlist, apparently all of a sudden it gets confused by the track numbers and does the old 1, 10, 11, 2, 3 thing. It's really annoying.

Anyway, long story short I've simplified my computing life and I merely use VLC to play any and all media. It has no media management (just playlists), but I don't want that (I like my folders). At it's most compact it's about 10 times the size of the most compact Winamp, but I've got 30" of screen to work with

*edit*
ps- I love to code HTML while listening to Dragonforce at full volume. Damn I'm so happy to not be working at a law firm anymore. Those tools can suck it.

i've been using winamp for a couple of years now, i did have a proper versions of 2.95 which was brilliant, but when i got my new pc built (after my laptop got beaten to death after one too many crashes) i was unable to retrieve all the files from the lappy hd, so i installed the latest winamp from www.oldversion.com, however, i think i'll go back to the old 2.95 version as i can't see what all the extra mb file size does that is so much better than the old version.