This one has really got me baffled. I have rebuilt a computer with all new parts except the case and one CD/RW drive. I set up the boot order in BIOS to CDROM first, HDD second, and FDD third. I boot from the XP installation disk and copy files. When I get to the Starting Windows screen it just stalls. I have waited up to two hours, nothing happens. I have to shut down the computer manually. The motherboard manufacturer suggest CPU temps to high or bad memory. The CPU is an (Athlon XP+2200) instlled with AS5 and a Slim Volcano 8 cooler and runs between 46-48C. I have tried three different brands of ram (5 sticks), two sticks of Corsair VS PC2700, one stick Crucial PC2700, one Infineon PC2700, and one Infineon PC2100. All are 256MB and pass Memtest86v1.65 individually in the suspect machine with at least 20 passes each. Here is the kicker, I have a old 30GB ATA66 hard drive with Windows 98se from another computer I upgraded. When I installed it in the new machine it recognized the drive and after reconfiguring the drivers it runs great. I flashed the BIOS to the latest version. I try to install XP from within Windows, but it still stalls at the Starting Windows screen. I try disableing all unnecessary hardware, but still no go. I have tried five different instalation disk. I have tried three different optical drives and three different hard drives. BIOS recognize everything I throw at it. There is something that Windows XP pro does not like. If anyone has had this problem or has any suggestions what I might try next I would appreciate it. Sorry for the long post, but I wanted to explain the situation. My motherboard is a Foxconn WinFast K7S741GXMG-6L with a Sparle Power Q ATX-250GU supply.