Win98, PII 400, p3v4x board , atapi cd-rom & cd-r drive.

Getting Blue screens and/or the system will reboot whenever the/a CD-rom drive initializes or is accessed. I've tried:

Installing dos drivers, changed drive letters.
Setting drive to slave, master, and cable select
Replacing cabling
adding the drive as slave on the primary IDE cable
replacing cd-rom drive, same happens using a cd-r drive
removed remnants of cd instances in autoexec.bat & config.sys

Works in DOS.
if cd auto runs, system reboots.. If auto run is disabled, will get a blue screen and shutdown when accessing contents of drive.

Thanks for reading,
Hope you can help.