How can i make my OS3.9 desktop look like this?

[dougal]

What software do i need? and settings etc??

OS3.9 on A4000T with Cyberstorm II 060

[tone007]

You can get most of that look with just a WBPattern, some different icons, and a gradient tile for AmiDock.

..that's as far as I'd bother to go, anyway.

[fishy_fiz]

I think it's using Birdie2k for the window patterns, and Visual Prefs for gadgets, etc. Alternatively there's also AFA_OS which will add that and more (anti aliased true type fonts and 32bit dual state png icons for example). Using Birdie and VP is a little lighter, and can achieve some nice results still, but if you dont mind using some cpu resources for aesthetics I'd go for AFA_OS.