AMD K6-3 upgrade

I am running a k6-2 366 on a MSI MS-5185 Ver:1 MOBO with 384mb pc100 ram. It's an old Gateway 366A. My problem is that I recently purchased a K6-3 380mhz and when installed Win 2k will not boot. Dip's and Jumpers set correctly, BIOS upgraded. When I disable the system cache in BIOS Windows will begin to boot, but will freeze up. I have had a difficult time finding any sort of documentation on this MOBO. If anyone can help Please do so. I'm a poor bum with an old system and I was excited about getting the K6-3, but now that It isn't working my spirits have sunk. Thanks. Contact me directly at resmith1066@hotmail.com

 

Are you sure that the new processor is functional?

 

I wanted to eliminate all other possibilities before I give in and declare the processor DOA.