THANK YOU DIEU MY (new) FRENCH FRIEND!
I guess my new motherboard and cpu won't work with the original XP without SP2. I found an easy way to slipstream the two discs together, so on initial install it looks like a SP2 Version of XP, which my mobo has no issues.
That's all it took to get it installed.
Here's the error I received while trying to install XP Pro:
IRQL_NOT_LESS_OR_EQUAL XP installation
0x0000000A 0x00000010, 0x00000002, 0x00000000, 0x80523E78
here's the link I used to create the new boot / install disc:
http://www.winsupersite.com/showcase...tream.asp#nero
All you have to do is install from the new disc, (or Vista) and the problem should go away.
CHEERS!