Computer randomly locks up even during Memtest86

So I had an issue with my computer randomly locking up, so I decided to reformat. After reformating and doing updates I get to installing SP 1 for windows 7. After it restarts a few times it get to the last step when it freezes. Fantastic. So I decide to run memtest86 to see if my RAM is the culprit. Running memtest86 on one stick of RAM and everything is going well until about 10 and a half minuets when the computer locks up. Keyboard doesn't respond (can't esc, can enter config, nothing) just like when I was in windows.

Does anyone have any idea what this could be? I recently flashed my BIOS but it flashed properly. I used an in windows utility provided by MSI.

OS (when I get it working): Windows 7 x64

Specs:

AMD Phenom II X6 Black Edition 3.2Ghz
GTX 570 HD
MSI 890FXA-GD65
2x 4GB g. Skill RipJaws DDR3-1600
Corsair AX850 PSU

Edit: Happened again doing a memtest. This time only took 2:39 to freeze and lockup. Going to test the other stick in a different slot to see if that changes anything (nope a different slot with a different stick still locks it up). Unplugged all peripherals and ethernet from PC and still crashes. Unplugged the hard drive's SATA cable and memtest was able to do 2 passes before locking up.
 
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