SFXR is free and it's awesome for *generating* retro sound effects: http://www.drpetter.se/project_sfxr.html There's even a Flash version of SFXR that you can use in your browser: http://www.superflashbros.net/as3sfxr/ It's great. As for music, that's a trickier one. Unless you have some decent musical ability, I'd recommend getting some free music(usually kinda crappy) or some stock music(usually $20-$40 a song) from somewhere like http://musicloops.com If you want to make your own music using paid software, Ableton Live is amazing, and FLStudio is great too in it's own way.