It sounds like the hard drive is laboring pretty hard. This *might* mean
that there is hardware failure eminent and you shouldn't take such sounds
lightly if they are new.

It may mean, though, that your drive just has to work too hard because of
start up activities you are doing. Let's start with some disk maintenance,
therefore. Go to my Computer Health page http://aumha.org/a/health.htm and
start with Step 4, "Taking out the trash," to clean up your system. While
there, look through the page for any other health tips you want to apply
right now, though No. 4 is the main one for you at the moment.

After a reboot, open My Computer, right click on each drive letter you have,
and find out how much free space is left on your drive. Let me know if there
is any partition ("drive") that has less than 10% of its space, or less than
200 MB total, remaining free (unless you have some tiny partitions that were
intentionally created to be smaller).

Make sure your swap file and other memory management is set up optimally.
This is covered here: http://aumha.org/win4/a/memmgmt.htm. In fact, you may
have a corrupt swapfile, so I would also suggest restarting the computer to
a DOS command prompt and deleting the Win386.swp file from your hard drive,
then reboot to Windows.

AFTER doing all of the above, defrag the computer.

Please let us know if this solves the problem, and feel free to get back
with any questions or follow-up.

If your computer is making more noise then normal, it's a sign of trouble.
It could be something as minor as a fan that's dying or more problematic ...
like a dying HDD.  Your best bet is to open the computer and find out where
the noise is coming from.  Anything that has moving parts can make noise.
Check the HSF, PS, HDD, CD-ROM.....case fans.