Can't Find Great Themes

I've been looking for some sites that has great themes for .Xp but it seems like their weren't any site that has good ones but their were some but it wasn't safe there to download.
So can anyone share a site that has great themes & additionally theme with great icons too.

If you're willing to pay, check out Stardock. They have many software which allows you to customize your Windows, from themes, icons and start-up screen.
If you want icons, you can go DeviantART or any other design blogs. They usually post some from time to time, like this --> SM

Well I wanted them to be free though and I'm looking for a download that doesn't really require the latest version for Tuneup Utilities.