XP hangs at logo screen; must disable services to boot

XP hangs at the logo screen after the green load bar moves 3-5 times. The system then reboots. Boot successfull if I disable all non-microsoft services. One service looks suspect "install device manager."


recent and prior to problem, changes/observations:
-did some mild overclocking (AMD 3500 2.2 pushed to 2.5 ghz).
-installed cpuz.exe and speedfan.exe
-switched to a new case ... perhaps a conflict between control of DVD and CDRW drives (ie. may have switched cables during move?)
-"install device manager" found in system services ... unk publisher. seems to be non-essential
-received "bad image" error for "umpnpmgr.exe" file and also for winsock32.dll (different episodes) ... now system just hangs.


system:

AMD64 3500 @ 2.46 ghz
Connect3d x1900 gt
1 gb corsair
160 gb hitachi desktar sata2
ECS nforce4 sli lite
16x dvdr
32x cdrw

i post services and startup processes soon

thx!