Building a Windows 98 Retro Gaming PC on the Athlon XP Platform

Undoubtedly, the convenience of sites like, and software such as DOSBox, has made emulating and playing classic PC games on modern hardware more popular and more accessible than ever.

Despite this, if you’re someone who relishes tinkering with real hardware, building an authentic system can be a truly satisfying and nostalgic experience.

That is why I wanted to put together my own retro PC. I chose Socket 462 and the Athlon XP platform—a great line of processors from the turn of the millennium which I loved back in the day.

My goal was to create a single machine that could handle DOS games from the 90s all the way up to Windows games from the early 2000’s, and for that purpose, Windows 98 SE seemed like the best fit.

Running Windows 98, you get real mode DOS (something removed in Windows ME), plenty of chipset and processor options, great driver support, and of course access to unofficial service packs to fix USB drives, networking, and performance issues.

I recently completed my build (pictured below!) and in this post I’ll go through the components I tested, problems I faced, and what I learned in the hope that it helps anyone else looking to build something similar.

A beige PC and Monitor running Transport Tycoon on DOS
I’m writing this post to the sweet beats from Transport Tycoon

Defining requirements

Before jumping onto eBay and grabbing random components, I’d suggest deciding on a socket type early on, otherwise you’ll be overwhelmed with choice. Decide what type of system you want to build and research what parts are readily available and within budget.

If you at least know what type of CPU you’ll use, you’ll have an easier time searching for components, and things like RAM should be mostly interchangeable should you need to test multiple motherboards with different chipsets.

For myself, I decided early on I wanted to build a Socket 462 machine—its more or less age appropriate (Athlon XP launched in 2001), powerful enough to run games from the early 2000’s, parts are easy to obtain, and it was the CPU I used in my youth. 

So my requirements were:

  • Components from the early 2000s to run a wide variety of games in DOS and Windows 98
  • Socket 462 Motherboard, preferably mATX to fit within a horizontal case
  • Athlon XP processor
  • AGP graphics port
  • At least 2xPCI slots (ISA would have been nice for sound, but boards with ISA are rare for Socket 462, so I made this concession)
  • Decent sound card with a Midi port and decent DOS support (lots more on this later)
  • 512MB RAM (maximum recommended for Windows 98)
  • Lots of beige

The case I picked certainly met the beige requirement; the CS101 from Evercase in the UK. They are retro styled modern cases that are inexpensive. It was actually cheaper to pick up a brand new case than get a crusty old one from eBay when I was looking!

The CS101 fits an mATX board

I found a graphics card early on. While many folks recommend the GeForce 4 Ti line of cards for Windows 98 and DOS, these are now quite hard to come by for a fair price. I instead picked up a cheap GeForce 5700 FX from Facebook marketplace.

It’s an AGP 8x card with 256MB ram and decent performance. It also supports DirectX 9. The only downside is you’re unable to use older, preferred drivers. I used 56.64 in my build, from March 2004.

Finding the right chipset, sound card, and CPU combination

I’m writing this post having built my system, so I am now in a position where I’ve made several mis-steps selecting motherboards which you can learn from. I actually went through several different motherboards with VIA and SIS chipsets to find ”the one”, as well as a few different sound card options and CPUs. 

The Athlon XP-M Processors

First off let’s cover the CPU I opted for in the end; Athlon XP-M 2600+. 

The Athlon XP desktop processors are great; really good performance, but one thing they lack is the ability to change the multiplier via software—the XP-M allows this.

This is super useful when playing speed-sensitive games (such as Theme Park, Wing Commander, Civilization) because you can slow the system down to 486 speeds (using the setmul utility) without additional software running in the background.

One of the motherboards I obtained did not like this processor so consider this when searching. Once I had discovered the versatility of the XP-M, I made support for this a requirement.

Sound cards w/ DOS support

This is one of the most difficult things I found to get working. It’s no secret, ISA based sound cards are superior for DOS, but unless you find an exotic, obscure Socket 462 motherboard with an ISA port, its out of the question. So I stuck with PCI. I’ll cover the sound cards in more detail later on in the post, but for now we’ll just mention the underlying technologies used for these sound cards to support DOS.

Essentially for a PCI based sound card to talk to DOS applications it needs one of the following things available (in order of DOS compatibility):

  • A SB-LINK/PC-PCI cable from the motherboard to the sound card so the two can communicate
  • Distributed DMA (DDMA) support at chipset level
  • A sound card with it’s own version of DDMA (such as ESS Solo cards which have their own TDMA method)
  • Some kind of software/proprietary solution

SB-Link is not common on Socket 462 motherboards. I couldn’t find one so I think it’s safe to assume its as rare as an ISA port.

Jumping to TDMA (ESS Solo cards) some people have had good success with these, particularly on VIA chipsets), but I had issues with some games like Monkey Island crashing, so I didn’t go this route in the end even though I really liked the card itself (and its ESSFM chip which sounds really nice).

As for the software solutions, they vary based on the card you use. SoundBlaster Live! cards can use software, as do some others like Yamaha YMFs, and generally compatibility is good, however, they take up vital memory and often require EMM386 to be loaded to function, so compatibility with certain older DOS games can be limited.

DDMA is the way to go in my opinion. The challenge is finding a chipset that supports it. For SIS based chipsets, its fairly straightforward. Pretty much everything before and including the 963L chipset can support DDMA. For VIA, you have more limited options; VT82C586, VT82C596, and VT82C686A. Anything newer won’t support DDMA and you’ll be stuck using a software based TSR which uses up vital memory in DOS.

More details on chipsets can be found here.

Motherboard Testing

When searching for a suitable motherboard, I found that these were the most important things to check for:

  1. BIOS features – Ideally, control over PCI IRQ assignments (which I found was more common in VIA chipsets). Searching for the model you can often find the original manual which shows what features were available.
  2. Is it an OEM board? – Typically OEM boards from companies like HP have locked down BIOS and can also include proprietary connectors for USB and case controls. Google the model number—I found to be a vital resource in determining board suitability.
  3. Form factor – All my picks were mATX because of the case I wanted. If you have an ATX case you’ll have more options.
  4. Capacitors – Look for bulging or leaky caps. One of my boards had some bad capacitors and quickly died. If you have power issues, its likely related to the capacitors.
  5. Special requirements such as DDMA support for sound cards.

I tested the following motherboards to find one I was happy with.

PC Chips M810LMSiS 730Supposedly has DDMA support. Midi port.Older chipset. No support for XP-M CPU. Older type of RAM.Wasn’t worth using due to the CPU limitations.
PC Chips M863GSiS 741 / 963LDDMA support. Reasonable performance.Decent enough BIOS but but quite to VIA standards.The best of the bunch for compatibility. More notes below.
Foxconn 741M01C-GX-6LSiS 741 / 963LDDMA support. Bad capacitors. Decent enough BIOS but but quite to VIA standards.I liked it, but the board died and was not repairable.
ASUS A7M266-MAMD 761 / VIA VT82C686BDDMA support. Midi port.HP OEM – poor bios and weird headersBoard had power on issues and limited BIOS.
MSI 6734VIA VT8235Reliable and fast board! Good BIOS options.No DDMAI liked it but sound card compatibility is a bummer. Keeping this board as a backup.

I settled with the PC Chips M863G. While I do believe it was originally a budget board, It has DDMA support and reasonable performance, and so far its been reliable.

I did face a few issues with this board but I was able to overcome them:

  • Upper Memory in DOS – Onboard devices such as ethernet used up upper memory blocks in DOS preventing the use of Expanded memory (unable to set page frame). The fix was to disable ethernet in the BIOS—you can toggle them back on as and when needed.
  • IRQ Assignments – The BIOS settings were fairly limited. There was no way to reserve IRQ slots, and I had conflicts between the sound card and USB controllers. The fix was to disable the USB controllers before installing the sound card, manually set the IRQ in windows, and then re-enable USB. This sorted out the conflict.

The runner up was the MSI with VIA Chipset but unfortunately the lack of DDMA support was the deal breaker there. If you can get the ESS SOLO card working with it, it would be a decent pick because it did have some decent BIOS and better performance than the SiS boards.

Choosing a Sound Card

Unlike the GPU, finding a decent sound card can be tough. We’ve already gone over the technologies cards can use to maintain DOS support, but still, finding something decent that meets those requirements is difficult because there are so many options out there.

With our motherboard supporting DDMA, finding a card which takes advantage of this was paramount. Here is a list of the cards I tested across my motherboards and systems.

ESS SOLO 1Sounds great in DOS and Windows. TDMA works in DOS without extra software.TDMA didn’t work in some of the games I tried.Interesting sounds that I liked. TDMA didn’t work for all games in my system so I chose the Yamaha instead.
SoundBlaster Live! CT4830Sounded okay—certainly not the worst. Good compatibility in DOS and easy to setup.Software TSR needed for DOS support.Decent compatibility, but you’re forced to use it’s own MIDI in DOS so I couldn’t use it for my MT-32.
C-Media CMI8738CheapCheapDidn’t work in DOS and was buggy.
Yamaha XG YMF724F-VDDMA support. Real OPL3 chip. Sounds amazing.Rare. No XG Midi in DOS.MIDI in DOS would have been nice, but I am using MT-32 so it doesn’t matter. Sounds great and my pick of the bunch.
ALS4000DDMA support*Terrible drivers in Windows-no VxD support. *I didn’t test in DOS thoroughly due to the issues in Windows.Didn’t seem suitable for Windows 98.
Forte Media FM801ACheapCheapDidn’t work in DOS and was buggy.

Your experiences may vary but I would choose either the ESS SOLO (if you’re on a chipset without DDMA support), or the Yamaha if you can get one. Both had decent DOS support but the Yamaha had the edge due to its DDMA support, and it worked better in Monkey Island Talky Edition which was important to me 🙂


In DOS, the Yamaha emulates a SoundBlaster Pro and gives access to the Midi port for external synthesisers. FM sound great, and in Windows you get XG midi which again, sounds fantastic. I wish that was also available in DOS but I guess you cannot have it all!

The Yamaha config utility when DDMA is supported

Putting it all together

Aside from the above, I finished the system off with 512MB RAM and a modern SFX PSU (which the case required). I had a spare HDD and DVD drive so I didn’t need to purchase those.

I also added and optional Gotek Flash Drive (instead of a floppy drive) because internal floppy drives can be unreliable. I actually picked up an external floppy drive to copy old disks I own to the Gotek for convenience.

Just including the parts I used and paid for, this is a breakdown of the costs for my build:

be quiet! SFX Power 3 300W 80 Plus Bronze
Athlon XP-M 2600+
GeForce 5700 FX
PC Chips M863G
Sound Card:
Yamaha XG YMF724F-V
Floppy Drive:
Gotek Flash Floppy

Considering some of the rarer parts I obtained, I think this ended up being fairly reasonable. The largest expense was that Sound Card—I don’t see many Yamaha cards crop up on eBay!

For the budget conscious, the CS101 has an optional PSU you can add for £20, desktop Athlon XP CPUs are cheap (I picked up a 2400+ for £10), and SoundBlaster Live! cards are readily available for £10, so you could easily get a comparable system for under £150 if you wanted.


I ran 3D Mark 99 and 2000 benchmarks just to see how things ran. This is using Nvidia 56.64 drivers (older drivers won’t work with the FX 5700 card I have).

3D Mark 99 results
3D mark 2000 results

I don’t have any machines to compare to, but I’m happy with the performance under Windows. I have not installed too many games yet, but the newest game I’ve tried so far is Sim City 4 (from 2003) which runs flawlessly.

As for DOS gaming, well, I’ve hooked up my Roland MT-32 and I’ve been enjoying the classics; Transport Tycoon, Lemmings, The Secret of Monkey Island, Little Big Adventure, and so on. I’ve had very few compatibility issues with this setup so far so I’m pleased with the system overall.

Enjoy the Monkey Island theme on my Roland MT-32

If you’re curious about my software setup:

  • The launcher in the video above is Launch Box for MSDOS
  • I have three configs to choose from when entering DOS
    • Expanded Memory (emm386.exe and HimemX)
    • Extended Memory (just HimemX)
    • Conventional Memory
  • I have several bat files to load drivers:
    • sound.bat which initialises the Yamaha sound card
    • mouse.bat which loads up Cute Mouse drivers
    • mpu.bat which loads up SoftMPU if a game requires it.
    • LoadCD.bat which loads CDROM drivers only when needed (to save on memory)

My expanded memory config leaves around 610kb conventional memory free which is enough for all the games I’ve tried thus far.


I wanted to finish off by listing a bunch of incredible resources I used to research parts, issues, solutions, and everything in between. They were vital to the success of this build.

  • Vogons Forums – Covers hardware, software, DOS and everything. Great to search if you run into an issue, or want to know if anyone has used a particular piece of hardware before.
  • Vogons Vintage Driver Library – Very useful because most of the things you get from eBay won’t have driver disks.
  • Phils Computer Lab – Reviews of hardware, tutorials, software, and drivers. A great resource for retro computing information.
  • The Retro Web – Lots of data on old motherboards.
  • – For software and drivers. Also check out the wayback machine if you need to get a driver from a site that no longer exists.




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