I recently upgraded from Evernote 4.6.7 to Evernote 5.0.2 on a Windows 7 PC. I turned off the option to Synchronize automatically, and I also programmed my firewall to prevent Evernote from connecting to the Internet so I could be sure to control when synchronization happens. At first I noticed that Evernote 5.0.2 takes about 20 seconds to open its window when I first start it. The Evernote.exe process starts right away, but I wait the 20 seconds for the window to come up. If I program the firewall to allow connections from Evernote to the Internet, the window comes up right away when I start Evernote. Evernote 4 did not have this problem. Then I noticed that Evernote 5.0.2 freezes up periodically (every couple minutes) for about 20 seconds at a time and then responds normally. As I was typing this in Evernote, I recorded the times when Evernote froze up on me: 6:37:45-6:38:026:39:48-6:40:086:41:47-6:42:086:43:46-6:44:08 If I allow Evernote Internet traffic to pass through the firewall, the freeze-ups stop. It is obvious that Evernote 5 is trying to connect to the Internet when it starts and every couple minutes while it is running, even if I have automatic synchronization turned off. This behavior is not tolerable in my situation, and I have reverted to Evernote 4 until I hear that Evernote 5 has fixed this.