I've subconciously been avoiding using windbg because it seems to load DLLs so much more slowly than cdb.  I could never quite figure it out.  Until today.

WinDBG has been loading symbols for all those DLLs automatically, which I kinda figured, but didn't know why.  Turns out I had some breakpoints set.  You know that dialog that pops up and asks you if you want to save information for that workspace?  I never knew what that meant, but I'm thinking one of the things it probably does is save your breakpoints.  Now, in order to see if the next DLL windbg loads has the breakpoint you want, it has to load symbols for every one and scan for your bp. 

And it was never a problem in CDB, because it doesn't offer to save your workspace.

Problem solved.  Good day.