This device cannot find enough free resources that it can use. (Code 1

Just found this article on the MSKB...

Computer Hangs During Shutdown or Displays a "Cannot Find Enough Free Resources" Error Message
http://support.microsoft.com/kb/314101

Just googled your statement and pulled up tons of information.
From what I remember, doesn't this pop up when there's an IRQ conflict? Check the device manager and see if there's a yellow ! near a device. Please list your whole system specifications and are you using the built in soundcard like AC'97?

First, make sure you have the latest motherboard BIOS and that you're downloading the most current set of drivers for the video card.

If that didn't help, just for giggles, try temporarily disabling the Soundmax (via the BIOS) and see if that helps. If it helped, you can re-enable it after you're done installing the video card drivers.

If that doesn't or didn't help, then we do some cleanup...

Reboot into the BIOS options screen. Disable motherboard devices that you will never use or cannot use, like extra network interfaces, legacy printer ports, on-board video, etc. Make sure all the IRQ assignment options are set to automatic. Look for any options that look like they would reset PCI assignments and try 'em.

Reboot into Windows, then from a Command Prompt, type:
set DEVMGR_SHOW_NONPRESENT_DEVICES=1
start devmgmt.msc

Then you can start fishing around for devices that are no longer in your system, such as the widgets we just disabled and your old video card, and remove their drivers. Right, that shouldn't be an issue, but then again IRQ sharing, port and memory assignments aren't supposed to be an issue either, haha.

Reboot into Windows and hope for the best.

If that doesn't help, then you might try forcing some priorities upon your system. Shut down and remove power. Remove all adapter cards that aren't critical to the mere boot-up of your PC. Reboot and try to get the video drivers to install and behave. If you get this far, then you can start shutting down, adding back cards one at a time, rebooting, etc.

If removing non-critical cards still didn't help, try re-flashing the motherboard BIOS. Also try flashing the BIOS of the video card if possible. And make sure the drivers for all the other stuff in your system are up to date.

-Brad