We're running a few VM's with Windows 2008 R2, and they run just fine. Make sure when you install the VMware Tools, you uncheck the SVGA drivers. Installing those will cause your BSOD and Hanging issues. If you search the forums, you'll see lots of posts with the same issue... I ran into the same issues, and after uninstalling the SVGA drivers, everything is peachy :smileyhappy: