slightly easy and brutal at the same time. the steps to actually perform the upgrade were simple, and only like 5 steps.
major changes were a moving from kernel 2.6.21.5 -> 2.6.23.12 and to Xorg 7.3.
this is where the laptop appearantly had run ins. the Averatec 3250 is a VIA frameworked system down to the Video card, and it has a Ralink rt2500 wireless card.
the rt2500 is compiled seperately against the 2.6.23.12 kernel, i did so after i was booted into the the new systems configuration. if i am running on init 3 with no X, i can be on the internet just fine. OR if i startx and do not bring up the ra0 interface, everything works just fine. BUT if have both at the same time, the entire system fatally hangs after about 3 seconds after loads to where you see a mouse cursor, total system, not pingable, nothing.
after trying many variations of xorg.conf, or recompiling the rt2500 drivers, nothing seemed to work. but i did find that the ‘vesa’ video driver no longer works with this system, on Xorg 7.3.
eventually after trying to startx, and kill it as soon as i saw the mouse cursor, to catch it before it hangs, i found that syslogd dumped a message to stdout about the kernel disabling IRQ #11.
so after looking through the syslog, it threw something about how nobody cares but the kernel is disabling IRQ #11, try rebooting with irqpoll flags.

i rebooted, adding irqpoll to the lilo prompt, and now i can be in X and bring up ra0. so silly.

then i added ‘append = “irqpoll” ‘ to the slack section of /etc/lilo.conf, and ran lilo.

thanks rworkman for brainstorming with me.