Yes it would not beep if the cpu was dead.
Next lets check the registry. I believ you are on the 98 os coorct if so do these steps and hopefully this will fix everything



1. Restart your computer, press and hold the CTRL key until the Windows 98 Startup menu appears, and then choose Safe Mode Command Prompt Only.?
2. At the command prompt, type scanreg /restore, and then press ENTER.?
3. Click a registry that has the word "Started" next to the date, and then press ENTER.?
4. Press ENTER to restart your computer.

XMS in 98 usually mean a registry problem. You may have to install some programs you had on there (if you installed anything after the low level format)

Edit I forgot lol you cant get into windows can you?

EditNumber 2) It could be just your ram as well..

904 XMS Error
This could indicate a problem with the actual memory chips in your computer

And also remeber Windows Xp is not a dos program nor is built upon it. Have you just put the xp cd in there and tried booting it up that way (after going into bios and changing the boot order)

It was the ram.
It turned out 2 of the 3 sticks were dodgey.
Im reinstalling windows now and hopefully it should all be ok now

Thanks you all your help

Good news! Tech Points awarded to Merlin

now its broken again....
i zeroed the hard drive after 98 wouldnt install and now its decided to revert back to its old ways...i could try and clear the cmos and start over. Maybe the rams gone dodgey but its not the hard drive. It worked fine for about 6 hours after... now its gone again
no bleeps and no image

Are you trying to Dual Boot Xp and 98?

nope just 98

Hows the monitor? is it old?? Other thing is any metal touching the motherboard? Could cause shorting. I would take the motherboard out and put the spacers back in and resreat everything one by one turning the pc on after you seated the cpu..the ram...etc Maybe will tell you where it is going wrong and for fun and giggles disconnect the hard drive and turn the pc on

read through the things you changed and didnt see a hrad drive in there. Throw it in the freezer for awhile hook it up(let it cool or warm up for a couple minutes) and see what happens.