Two PCI Ethernet Adapter(s) Problem on Win Fund. LPC (XPSP2)

Hi.(I'm not bad in computers, but i can't solve dis problem).Problem is:
i need help with installing those #$*!!! cards on following "machine":

P-MMX 200MHz CPU
A-trend ATC-5000 mobo
intel TX430B Chipset (4 EDO RAM, 2 SDRAM, 3 ISA, 4 PCI, no agp)
Diamond Stealth II S220 (Rendition Verite 2100) 4MB PCI VGA
Creative AWE64 ISA Sound
1 x 128MB PC133 (8 chip) SDRAM on DIMM1 (second SD DIMM)
20.5 GB Quantum FireBall LM
TDK CyClone 40/12/48B CDRW

AND

Sis 900-based PCI ethernet adapter (1)
BC0001-based -------"----------"---- (1)

I've controlled LAN cards mentioned above on my "playstation" PC - no problem both are OK.

But when I plug them (or even one of them) into ANY PCI slot of MMX-machine, ANY M$ OS (95b, 98SE, ME, XP SP2) recognizes them, but cannot use them :(( it's always yellow exlamation point on them and on XP SP2, when click properties in dev. manager, it says error code 12: This device cannot find enough free resources that it can use (Code 12). If you want to use this device, you will need to disable one of the other devices on this system.

When i click on Resources tab, there is no "change settings" button just writing the same sentences.

Any suggestions?
(I tried VGA/LAN cards in my positions - no resolution). May be i did smth wrong? Right now, machine is running Win Fundamentals for Legacy PCs (XP SP2). http://www.microsoft.com/licensing/sa/benefits/fundamentals.mspx
One thing else: to install VGA i used drivers from driversguide, because on Dimond's site there was no drivers for WinXP and XP didn't recognised the VGA card by itself (VGAsafe).

[raybay]

If you don't have the manuals, get them online.

You need chipsets and drivers. Do you have those?
Start with the motherboard, cpu, and cpu fan. Get them right per the manual. Then add the memory.
Now you need the VGA card.
If your components are working properly, you should now get something on your screen. You can then add the hard drive, operating sytem, the CDRW, the chipset software, then the sound card.
At this point you need to install all the drivers
What you need is way too extensive for this forum. But it is not rocket science. A good manual or handbook, or any pulication on how to build or how to repair a computer will take you through it.
If you are experienced, you know what to do... just do it one step at a time. Test it as you go, using a floppy drive and a boot disc.

I just changed the mobo & Cpu (i must change cpu - Cyrix MII/6x86) :mrgreen: