I had the same problem with W98 and I had to look in the system.ini to check which drivers or programs were loaded.
I then commented the drivers/programs. It still didn't work: I had to rename the directory where they resided in order to not allow Win**** to try to start them (I suppose Win**** knew it had to load them, and modifying the system.ini wasn't sufficient enough).
I rebooted and started in normal mode and resinstalled my progrs: and everything ran perfectly!!!
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Games, games and only games
Games, games and only games
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