I use emerge and love it. It's reliable, flexible, has rt-click pop-up menu, task bar, system monitor, mutli-desktops, etc.
It IS a bit hard to get used to.
After install, check:
Start Menu > Programs > Emerge Desktop > Emerge Desktop Shell Changer
to switch Explorer and Emerge back and forth.
In Emerge it's under Menu > Emerge Settings. (also in Start menu which you can still get to).
Their initial setup look awful!
To fix it, try this:
Menu (looks like two green "C"s intertwined) > Emerge Setting > Launch Applets
--> Turn on: ~Hotkeys, launcher, workspace, tasks, tray, command, sysmon, optionally VWM (multi-desktop).
These two things should get you started:
--->> To change something: CTRL-rightclick on it and select "Configure". This is how most things are set.
--->> To move it CTRL-Leftclick-drag; move borders is Alt-Leftclickdrag.
You can make easy custom (rt-click on desktop or Windows button) menus from shortcuts in folders by Menu > Emerge Settings > Configure > Menu Editor (tab).