S3 VIRGE DX/GX

I have 2 s3pci cards running as secondary displays in win ME and they work great but when i use win2K they dont work it says in the properties "This device cannot start. (Code 10)" i have the most recent drivers installed and i have tryed the cards as main displays and they work just fine, I have also tried two different main agp cards an ATI rage pro and a matrox G200 which both work fine but still niether of the s3's work. my system is an athlon 650 with a biostar m7mka motherboard and 384 mb ram. Any help would be greatly apriciated.

Perhaps take one out.