ModPlug is a good free tracker, and will provide a ( pretty much ) all-in-one enivronment for you to use. Learning curve may be a bit steep, but there are plenty of tutorials on composing MODs, and you can always download and deconstruct existing MODs. I always found MODs to be a little too fiddly for there own good, but there are enough people who swear by them and enough quality game music written using them ( Unreal, Deus Ex ) to convince you of their worth. The relatively small file size produced is also an advantage for net based distributions.

Alternatively, you could go the MIDI route. For this, you will need a sequencer, and a sound module. I recommend Logic for all sequencing needs. The full versions are pretty expensive, but Emagic did produce a free version a few years back ( Micro Logic? Logic Fun? Can't quite remember what it was called or where you can download it. I got it free with a magazine, and it convinced me that Logic was well worth forking out for. ) Massiva also seemed pretty good last time I tried it, and although it now appears to be shareware, it does support DirectX and VST2 plugins.

The native format produced by sequencers are MIDI files. Which are very small, but the quality of sound produced relies entirely upon the host sound module. The general rule is: consumer sound cards by and large have crap default sounds. A better approach is to use plugin instruments and soft synths, render to a WAV and encode this to a compressed format. Ogg Vorbis seems to be preferred because it is small, free, good quality, without licensing restrictions and not Microsoft proprietry. There are loads of good free soft synths around. To get you started, try looking at The Plugin List.

Finally, a sound editor; I hear good things about Audacity, but have never used it.

And, a good source of freeware / shareware audio tools - The Shareware Music Machine.

[edited by - Colin Barry on June 26, 2002 5:01:21 AM]