Boot with a WinME EBD (which if you don't have one/didn't make one, you can
download one from www.bootdisk.com/bootdisk.htm - choose the OEM version).
Once at the A:\> prompt type

c:\windows\scanreg /fix

remember the space between the g and /. Hopefully that'll work. But if not,
try

c:\windows\scanreg /restore

and choose the most recent date on which the computer ran well. If that
doesn't work, try changing the

Shell=Explorer.exe

line in C:\Windows\System.ini, to

Shell=Msconfig.exe

from DOS, using the command

Edit C:\Windows\System.ini

then rebooting. The computer should load MSConfig, from which you should be
able to run System Restore - again to the most recent date on which Windows
ran correctly. Alternatively you can get System Restore itself to load
instead of MSConfig, by changing the System.ini

Shell=Explorer.exe

line to

Shell=C:\Windows\System\Restore\RSTRUI.EXE

Good luck.

Shane

Shane has given you some pretty good suggestions.

Another approach you might try is to create a bootlog.

Bring up the Startup Menu, just as you do for Safe Mode, and choose
the "Logged - Bootlog.txt" option.

After it has "hung up" reboot the computer using a startup diskette.
Copy the file c:\bootlog.txt to a diskette.
On a functioning computer download the Bootlog Analyzer from
http://dspace.dial.pipex.com/town/terrace/pk29/ and run it to anlyze
the bootlog for errors.  You could also open the bootlog file using
Notepad and look at the contents.  The last dozen lines or so should
tell you exactly where in the startup process the hangup is occurring
and that could help identify the actual cause.

Good luck

Ron Martell     Duncan B.C.    Canada

Try the restoration Cd that came with it.