This Crapaq is beating me. I am working on a friends Compaq 1235 notebook with a OPTi 82C861 USB chip. Running 98SE, in device manager, it show [Code2] NTKERN.VXD is unable to initialize the device. I have done everything I can think of, from upgrading from 98 to 98SE, removing the device and reinstalling it, to looking for an upgraded driver for the device.
You didn't say exactly why you're working on your friend's compaq presario 1235 (helps when you give specifics as compaq isn't the easist site to search) other than why is a NT Kernel driver trying to start a Opti device. What exactly are you trying to do or fix? Personally I don't like upgrades as the saying goes, garbage in - garbage out, so whatever garbage it had, its still there. Far easier to just back up the data (my documents, favorites, cookies, etc.) format the drive and start new (I always do this at least once a year, easier now that I use Ghost after the initial install of OS and Apps, only takes 20 minutes after that to get fully working again - 40 at the most for network connectivity and settings restored.
Anyways, I found a usb driver for the Opti model (nothing more than a batch file when Win98SE already has the driver built in) through Windrivers Opti search. A link to compaq's site is here <a href="http://web14.compaq.com/falco/sp_list.asp" target="_blank">http://web14.compaq.com/falco/sp_list.asp</a>
so take a look there.
I was having a similiar problem. I got the same error message. The way I solved it was was that I had 2 VMM32.vxd files. One was in C:\Windows\system, and the other was in C:\Windows\system32\drivers. I deleted the extra driver that was in Windows\system\drivers. After that Ntkern loaded up perfectly.
Please note: You do NOT want to delete both of them. If you do, Windows will not boot up after you restart. Use this solution if the circumstances apply to you! DO NOT DELETE THE DRIVER LOCATED IN C:\WINDOWS\SYSTEM.
If you have a question, let me know.