Also, this is a fairly common bugcheck with older machines with older BIOS levels, and can be caused by BIOS memory caching or shadowing (try disabling those, btw). Otherwise, upgrade the BIOS or try a different hard disk

DOH! Absolutely correct! Forgot about that one... Good call! Worked for me before.

Except... shoot! Don't see that in the documentation. Bios update maybe??? Funny thing is, the BIOS update (dated 11/10/2000) indicates that this mobo is not that old (???).

Can occur because of an overclocked processor or a dirty heatsink.

Well, it doesn't necessarily mean the CPU is bad, but it's probable. With the cache disabled, the CPU has to do everything it would normally do in L1 and L2 cache (microsecond access time) in system RAM (milliseconds access time, which is 'years' in CPU terms). If you can boot and run (well, what would pass as running Windows on an 8086 ) with the L1 and L2 cache disabled, I'd say a new processor (or, better, a new CPU/mobo/RAM combo) is in order.

ok... it works with cache disbaled.... but very very slowly...lol..... so know that could mean a new cpu.....anything to test it with... thxs, shawn

ok... it works with cache disbaled.... but very very slowly...lol..... so know that could mean a new cpu.....anything to test it with... thxs, shawn

It might actually be a very good test to download a liveCD linux distro and see if that runs properly.

Repeat -

<snip>if you can boot with both L1 (on the CPU) and L2 (on the MOBO) without STOP, it implies (AFAIK) one or the other may be bad.<snip>try disabling one then the other (leaving the opposite enabled) and see if the results differ<snip>

Try it... it will isolate which one is bad... simple deductive reasoning.

L1 Enabled, L2 Disabled (using only CPU cache) - OK, no booms

L1 Disabled, L2, Enabled (using only MOBO cache) - Ok, no booms

Only one may be bad. L1 Boom, get another CPU, L2 Boom, get another mobo.

Last but not least, as cluberti stated, test you RAM...