Ok, here it goes..... I've had my computer off for 6 months. When I hooked it back up and tried to turn it on, it had a boot problem. I opened it up and I heard a clicking noise. The fan kept giving up also. I noticed that my cd drive was disconnected, so I hooked that back up and then the computer started working fine. But now it starts up REALLY slow. In normal mode, I looked at task manager and noticed that 100% cpu memory was used. That was mainly split up between taskmgr.exe and explorer.exe. What's funny is sometimes they didnt have to add up to 100% for all my cpu memory to be used. I also noticed that my sound wasnt working either. I looked for my sound driver (which is soundmax) and it was nowhere to be found. I tried running anti-virus software (i.e Malwarebytes Anti-Malware, Spybot, HiJackThis, and Webroot), but none of the programs would open up. They kept giving me error messages saying that the program had to close and that they were going to send an error report to microsoft. Anyways, I tried system restore a couple times and I tried f8 last known good configuration a couple times and I still had the same problem. So then I tried troubleshooting in safe mode. Same problem in safe mode. 100% cpu usage IN SAFE MODE from the same 2 processes. I actually got Malwarebytes to work in safe mode and found/removed a few things. Then I just did a search of my C drive for taskmgr.exe and explorer.exe (I also did svchost.exe, since everyone was havin a problem with that one). I found prefetches for all 3 and duplicates that werent in the system32 folder. I deleted those. I used another computer to get online and download a sound driver from dell. I reinstalled the sound driver and now that works. But now after all of that, task manager is still at 100% cpu usage. I'm doing a disk defragment at the moment, but that's going to take all day. The worst part is that I lost my windows xp back up disk. I would upgrade to Vista but I heard I have to have at least 1G of RAM. That'll be my last resort. So can anyone help me out?? (oh and I would put my HiJackThis log on here but its too slow for me to do anything right now)