ok, i have been going nuts here. the story began a little over a week ago when i decided to clean out my computer and reinstall my operating system. it had been a while, and i had uninstalled a handful of programs, plus my computer kept performing a 'chkdisk' every time i booted up. i believe that uninstalling doesn't work that great and leaves little errors in my computer registry (which i am not gonna mess with, thank you), so i figure preform a clean install and get back to square one. i did not change any of the hardware, and i was at windows xp sp3. my system: MSI 915P/G mobo Intel Pentium 4 Processor 520, LGA775 2.8Ghz, 1MB L2-Cache, 800 MHz FSB 2xCorsair 1024MB 800MHz DDR2 RAM 2xMaxtor DiamonMax+ 160GB Ultra ATA/133 Hard Drives 1xSeagate Barracuda 320GB SATA Hard Drive 1xTDK DVD/CD-RW Drive IDE 1xSony DVD/CD-RW Drive IDE Nvidia e-GeForce MX 4000 64MB PCI video card 2x1907FP Dell Flat screen monitors I have done a clean install on my computer a handful of times over the years that i have had this computer. there are some things i always thought were weird, but hey it worked so i didn't try and 'fix' it. ok, so i have my maxtor drives configured as a raid 0 array with a 35gb and 125gb partition. i make drive C: the 35Gb with my OS and program files. i redirect 'my documents' to the 125gb partition. i use the barracuda to backup my documents and to store movies and less crucial stuff on (my overflow if you will). i made certain to back everything up to the barracuda and then proceeded with a clean install of windows xp. ok, so here is where one of the weird things i had seen popped up- when i get to the install windows screen, it only lets me chose the barracuda drive. my maxtor drives are not listed (and yes i did press F6 and install third party scsi/raid drivers). i fuss around with my BIOS (pull the battery, reset it) and finally get the installer to see my RAID array and am able to install windows. seems to me something happened to my BIOS for it to change settings and not recognize my RAID... my mobo has onboard LAN, RAID, and Audio controllers. with my fussing the only way for windows to 'see' the RAID is if i have the onboard controllers enabled. so, how did it get disabled when i started all this? ok, onwards! so, now i am in windows xp and proceed to install my drivers from the cd that came with my mobo. they include: chipset, network, RAID, and sound. i then install my video drivers. everything is looking good, so i proceed to update windows since i now have internet working. next i go ahead and put in my windows xp sp2 disc (straight from microsoft, NOT a downloaded or copied version). it goes through the install and upon reboot i get 'BAD_POOL_HEADER' BSOD. with the following stop code at the bottom of the screen: STOP 0X00000019 (0X00000020, 0X8990c978, 0X8990ca40, 0X0a190016) and that's it. no program listed as a cause. i then tried to start in safe mode, again BSOD with the same error, the last 3 HEX numbers being slightly different. tried 'last known good config' to get the same BSOD error. ok, i restarted the whole process. again windows installed fine. i then perform disk check and find no errors, i download and run 'memtest+' with no errors. again, as soon as i install sp2 it reboots to same BSOD error code. i check my cables & cards. swapped out my memory with 1024mb and 500mb old sticks (ran memtest+ and again no errors) reinstall xp. update everything short of sp2 and use the computer for a day and a half without any problems. then i install sp2... crash, BSOD BAD_POOL_HEADER. is there any other utility for checking my system so i can find out what is causing this problem? keep in mind that the system goes to BSOD while loading OS and that i can not get to any form of advanced boot up, they all also go to BSOD. so, no detailed error reports or minidumps. on the other hand, i can run anything before it crashes, ie. before i install sp2. thanks for any and all help on this.