i am just flat out at a loss.....i have swapped out every piece of hardware in this system, but it will not install. however, if i take all that same pci, agp and isa cards, and place them into a seperate mobo, the install completes perfectly normal. Now I know that this mobo supports WINME, cause the system ran perfectly normal many months ago, with the SAME exact hardware configuration.....what the hel could have changed sooooo dramatically between then .......and now???