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HELP ASUS P3BF

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OK here is the deal. I am running win2k pro a celeron 400, 64 megs of ram (Ouch I know), Viper 770, Vortex 1 Sound card. I have disabled the APIC and my computer still is not acting right. Unreal Tourny will not run I get memory errors, and quake 3 is deadly slow. In normal windows when ever I access a program my MP3's skipp and blurr up. Now I thought it was memeory untill I got a 233 O/C'd to 266 running win2k to run unreal perfect with out the memory problems. OHh yea with 64 EDo ram too. So I need sugestions What is causing the computer to studder, and why does it seem to be using so much more ram then it should. Any help would be great. I have all the latest drivers and Bios's so it is something else. please Email me with any suggestions

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OHH yea i forgot to say the reason i disabled the ACPI was because it made everything run on IRQ 9.. so now I have the IRQ's all sorted out... Except that my IDE controller is the same as my Nic. Could that be a problem????

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