WDM Modem Enumerator

I have a Win98 1st edition system that I'm trying to install an internal modem in and everytime I install it and think it's completely installed. I tells me when I try to dial out:
"Failed to connect to remote computer. Could not detect modem. It may be in use, turned off, or not installed properly." I have gone into the device manager and the intel 537EP modem I have installed tells me that "the ntkern.vxd device loader(s) for this device could not load the device driver. [Code 2.]" I've updated the driver several times and it still does the same thing. Do you think that if I upgraded to Win98 2nd Ed would help or do you know of another solution that might help? Any input would be much appreciated.