General Protection Fault when trying to install xp pro

Help, Im trying to install xp pro sp2 on a p2 dell dimension xps r400. reason for doing so because me was installed on it ans wasnt booting up.
pc has 400 mhz and 256 md ram.

1.when i insert xp disk and boot up to it it says press any key to boot from cd.

2.after i hit any key this pops up

TRAP 000000D ======== GENERAL PROTECTION FAULT =========
tr=0028    cr0=00000011    cr2=00000000     cr3=00000000
gdt  limit=03ff      base=00017000      idt  limit=07ff   base=00017400

cs: eip=0008:00010044    ss:esp=0010:00061fe8    errcode=0000
flags=00010012     NoCy NoZr  Intdis Down TrapDis
eax=0037164f      ebx=003013b1    ecx=00001619    edx=534d0230    ds=0010    es=0010
edi=0037164f       esi=0051d68       edp=00061ff0     cr0=00000011     fs=0030    gf=0000

I have done a ext scan with western dig data lifeguard and hd passed.
i have also loaded a diff mem chip that i know is good and same error comes up.
i have also stripped all cards except video and memory. i dont think it has anything to do
with hardware but i wanted to eliminate all posibilities. the only thing i can think is that i need to
update the bios. bios  is phoenixbios 4.0 release  version a13

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i had such funny errors months ago. i found out it was my ram causing the problem. you can download for free at:

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forgot to add :

just follow the instruction to make a bootable memtest diskette. then from bios select boot from A drive.

you dont have to change any option, just let the default run.

Carl1975Author Commented:
okay ill give that a try.
i have also tried to load win 98 and get application error

suwin caused a general protection fault in module krnl386.exe at 0001:0d7e

im going to try thatmem tester
thx hope it works
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Carl1975Author Commented:
i created a bootable floppy for testing the memory and when it boots off the floppy i get loading and then pc
shuts itself off and reboots automatically and just keeps doing the same thing???
any other suggestions. this isnt looking good
Perhaps your bios allows you to disable cache-memory ?
I guess you already tryed resetting bios to factory default settings.
Carl1975Author Commented:
yes i have reset bios to default and reloaded bios from floppy. im actually in the middle of relaoding win98 afterv flashing
the bios. ill see if this works  "crossing my fingers"
Carl1975Author Commented:
okay i installed win98 and when it says its going to reboot  the screen freezes on getting ready to run windows for the first time and just stays there.
Carl1975Author Commented:
i found out what the problem is. i was lucky enough to have another cpu around and plugged it in. win 98 booted fine and finished loading.
i guess this is a perfect example that an old celeron 300 mhz cpu can come in handy.


releaved pc junky
Carl1975Author Commented:
im splitting the points to who ever responded even though they didnt fix the problem. i have to give them credit for at least responding
to my question.

Carl1975Author Commented:
it wont allow me to split the points so im going to give them to binary1001010 for responding first.
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