i had the same problem today, i removed the modem and tried the windows repair again and it worked. Must be some kind of driver issue. I know it is kind of a late post but hopefully it will help someone down the road. Cheers. brettf March 2006

I got the same thign with a reinstall on a Dell Dimension. thanks I'll try it and update you. heybiff November 2006

Removed th sound card ad modem and setup continued past where it was blue screen-ing. still popped up an svchost.exe application error, but at least I'm over the hump. heybiff November 2006

I solved this on a Dell M65 by replacing the 2nd ram DIMM. I got the error while trying to backup the D parition to an external drive. Before removing the DIMM, I tried a number of things. I removed the laptop from the dock. I removed all external other devices. I tried safe mode. I tried reinstalling the video drivers. I used system restore. No change. Swapped out the DIMM and the problem disappeared. Bjorn February 2007

I had the same error, upgrading a Dell Dimension 4600 from Windows XP Home to XP Professional. I removed the modem and the upgrade continued. Hans June 2007

In my case, it was an old webcam pci card. The card worked under windows 2000, but isn't compatible with Win XP pro. (the error occured when I was upgrading my OS to Win XP pro). I removed the card, restarted the PC ... and everything's ok. Pixel Traveller July 2007

I had the same problem, took out the modem and sound card and it worked!! Brian November 2007

confirmed: bad pool caller 0x000000c2 0x00000007 0x00000CD4 Fixed by removing modem from a dell dimension 8400 (and others im sure) Fixed! Thanks for the Post! Borrow -A- Geek! 208 Brent Ferris December 2007

Thanks, I have a Dell Dimension 4600. I did an upgrade from XP Home to XP Pro sp2. I got the BSOD after the 34 minute mark of installing devices with the Bad_Pool_Caller message. I disconnected all printers and removed the PCI modem. The setup continued successfully after that! Brian January 2008

Pulling the modem out allowed my repair to continue without the bad_pool_caller bsod on a dimension 4600. Thanks. The modem was an Intel 537EPG. chris February 2008

i do not hv any modem or soundcard...! i hv built in sound card in my motherboard.. what can i do..? i cant intall xp.. but windows 2000 i can install..! how to install windows xp..!? Bubesh Kumar February 2008

Dell Dimension 4600C doing XP Home repair install and getting the BSOD bad_pool_caller error at the 34 minute mark. I just wish that I'd seen this earlier in the day....XP repair proceeded after pulling the worthless modem. I appreciate everyone sharing their experiences with this prob!! THANKS!!! DIG in Florida DIG in Florida April 2008

Same as above poster I had a 34 minute BSOD bad pool caller message 0x000000C2 (0x00000007, 0x00000CD4, 0x00340045, 0xE202B8FC) during windows XP setup on Dell dimension 8400. Thanks to previous posters for the tip to remove the modem card, which worked successfully and saved me hours of trial and error. Fiona in Scotland May 2008

Have a Dell Dimension 8400. Had exact same error except for the last bit. Removed Modem the screen flashed black twice around the 34 minutes remaining mark (When the crash seems to happen for the most part) but seems to have solved the problem. That modem is not going back in my PC! (Who the hell uses a 56K modem nowadays anyway?) Chopo June 2008

I had the 34 min BAD POOL CALLER error during Windows XP repair install. Pulled the Intel 537EPG modem, and seems to ahve soved the problem. Modem is going in the trash!!! JR August 2008

I could hug your necks....pulled the card and it worked like a charm. THANKS! JRoberts August 2008

Out with the modem - in with the Windows installation!! It worked great! Dell Dimension 2400 - Thanks so much for the help! KZ September 2008

But how did you guys remove the modem? Mine seems attached to the motherboard. It's not just like a regular PCI slot where you you just unclip it and take it out... Any help? I have a Dell Dimension 8400. DM October 2008

TO DM: The modem is not built into the motherboard, the Network Interface Card (NIC) is however. The modem is one of the PCI devices if your PC has one installed. I am working on a Dell Dimension 8400 as I type this and I just removed the modem and it appears to be working now. 911leo October 2008

I got the bad_pool_caller error as well. I pulled out the Intel 537EPG modem as suggested. That took care of the problem, thanks a million guys! Dell dimension 2400, Windows xp home edition JBK240Z October 2008

Thank you guys so much!!! same problem on my 2001 Dell Dimension 8400. Today I found this forum thread, pulled the internal modem and voila!!! XP installation is now well beyoond the 34 minute mark. Thanks again!!!! There are a lot more forum treads on this issue but this is the only one I found that mentiones the modum as the culprit. My background on the issue: It crashed and gave a message that my HD was running out of spec and that I should make a backup and replace. But I could no longer start up and upon repairing windows I got the infamous blue screen at the 34 minute mark. Installed a new HD and upon setting up XP I got the blue screen again. Then I got the advice to run memcheck: result OK Then you search the web and this thread showed the most easy approach. And it worked :-) ralph November 2008

I have a sony vaio laptop pcg-f650 I have been trying to upgrade from win Me to xp. It has an integrated modem. Can't seem to disable in bios ... same bsod - bad pool caller. would appreciate any help! smg November 2008

I have a sony vaio laptop pcg-f650 I have been trying to upgrade from win Me to xp. It has an integrated modem. Can't seem to disable in bios ... same bsod - bad pool caller. would appreciate any help! smg November 2008

I have a sony vaio laptop pcg-f650 I have been trying to upgrade from win Me to xp. It has an integrated modem. Can't seem to disable in bios ... same bsod - bad pool caller. would appreciate any help! smg November 2008

Here is what worked for me. Start a clean install. When it reboots remove the CD. At the insert CD prompt use shift-F10 to get a command window. Do these commands: cd \windows\inf mkdir mdm move mdm*.inf mdm The problem seems to be that it is crashing on the internal modem driver detection/installation. This removes the modem definition files so that the modem detection/installation is bypassed. After you've done the commands above insert the CD and allow the installation to continue. Once things are installed you can undo this and setup the modem with the updated driver from Sony's site. cd \windows\inf\mdm move *.* .. rmdir mdm Will Schleter December 2008

removed modem from dell dimension 4700 and setup continued successfully. Thanks for sharing you experiences. Marc December 2008

I got this message when I swapped out the motherboard and processor. I added a SATA DVD drive, everything else is the same. What should I do? Start unhooking stuff until it works? Scooter57 December 2008

I got this message when I swapped out the motherboard and processor. I added a SATA DVD drive, everything else is the same. What should I do? Start unhooking stuff until it works? Scooter57 December 2008

mines is stop:0x000000c2 0x00000007 0x0000cd4 0x00c5fc6c 0xa864ccd8 What should I do? hc lim 09 February 2009 Lim Hooi Chew February 2009

Just had the same issue reinstalling XP on a Dell 2400. Removing the modem during install resolved the issue. This page just saved me many hours of head scratching! Many Thanks Simon C February 2009

I pulled the modem problem solved thanks a million! I am Only here When you Expect it February 2009

Had to do a repair of XP beecause of Spyware Protect 2009 Got to this point and removing Modem was a fix Thanks Steve from Chicago Steve March 2009

Had to do a repair of XP beecause of Spyware Protect 2009 Got to this point and removing Modem was a fix Thanks Steve from Chicago Steve March 2009

I had s dimension 2400. Pulled the PCI modem intel 537epg. got me passed the problem. tony m March 2009

Hey i have a custom built pc with 3 sata drives. 2x 500gig and 1 raptop 150gig. i have a pci sound card pci vid card and pci firewire card. i have tried all of the above steps, i have removed everything from the pc (all pci cards and peripherals) leaving only ram sata hd150 and vid card. i have cleared the cmos and reset bios to default. i try to install winxp (which im a pro at and have done to over 200 machines already) and when i hit enter to install winxp it checks the drive i hit f8 for liscense agreement then i get the bad pool caller error. wtf any suggestions? SARZ March 2009

I had dimenssion 8300 I just pulled the modem and everything goes well edgard March 2009

Thanks a lot best answer i found for error "bad pool caller remove modem 537EPG from dell 4600c and it did pass 34mn. John April 2009

Thanks a million. Same error on Dell Dimension 2400 when I tried to repair the Windows installation. Removed the PCI modem and no more errors or blue screens. Pw Accounting Geek April 2009

Removing modem from Dell 4550 worked for me also. Had a few heart palpitations as screen flashed to black at 34 minutes, but it eventually made it thru. Thanks for this thread!!! BT April 2009

I have the exact same issue on a Dell 8500 and have done every thing listed above but at the 34min mark the system still gives a BSOD Bad_pool_caller. I have removed the modem and move the MDM*.inf files. Still have the same issue. I have even ran chkesk /r with no issues. Mark May 2009

I did it to myself. I took a perfectly good XP Home OS and used a partition manager on it to make some room for another partition. That did not work out and I put the original configed partitions back exactly like when they were working. Primary, set to active and all. XP Home would not boot, it hung in the middle doing nothing. So, I performed a REPAIR over the top since I did not want to lose anything. Then the bad_pool_caller error. I removed the modem and the 3COM NIC cards and it went forward. This was on a Dell 8400. Thanks guys. Thing is, my butchering of the partitons apparently made the original C into D and the D into E.....no telling what will happen when and if it finishes. K May 2009

Fixed worked great, just wondering where the mystical time comes from. Took about twice as long as approximated. V June 2009

Amazing "Bad_Pool_Caller" is a modem error? Worked for me as well! thanks all Midnight Satellite NJ June 2009

Thank You for saving me hours of stress! I removed the modem and it is continuing with the install... :-) cl578 November 2009

just remove any old hardware that may be lying dormant on your computer , like an old modem(left in after upgrading to ADSL) or an old video card, the new system won't recognise it as that hardware has to be setup after the new installation regards doug doug November 2009

Thanks, All! I have a Dell Dimension 2400 and removing the modem, plus Will Schleter's suggestion of moving the mdm*.inf files worked for me. Just removing the modem avoided the BSOD error but still hung at 34min in setup. Moving the mdm*.inf files got me past the hang. russ p December 2009

Hello SARZ i have the same problem, i think tha is caused by the hard disk, can you solve this?? see this page: http://support.microsoft.com/default.aspx?scid=kb;en-us;321793 bye ADAN January 2010

I was having the same error. I was trying to install Windows XP Pro to an older PIII 700 machine. I had a modem card setting in there, and when I pulled it out, it finally worked. Windows setup is probably trying to install a driver for that and it freaks out because it doesn't have it. Mike M January 2010

Change ur hard drive Tanuj Dhal February 2010

Dell Dimension 2400 - XP Home repair install. Just like the others, at the 34 minute mark, BSOD. Removing the Intel 537EPG PCI modem did the trick. Many thanks! Nurmix March 2010

Yes I removed the modem and I am back in action. Thank you. A very big help I will be bookmarking this site. 40Front May 2010