ok I thought of one thing I left out. So I tried to recompile again and made sure everything that is supposed to load as modules are there. Stuff like ppp, scsi support, etc. Did make modules then I did a make modules_install did the rest tried to boot the kernel pukes about not being able to locate the modules but if I goto /lib/modules/2.4.18 and look the modules.dep file is there now. But I have to go into each of the directories and load the modules. Also X is busted. looks like X couldn't ID the video card. So I renamed /etc/XF86Config to XF86Config.old and ran XF86Setup. Everything looks good except when Setup tries to write the new config file the damn thing pukes also. I didn't take notes on what exactly was busted but I figure it must be linked to the module loading problem. Craig S.