have you run memtest? this was suggested and you said you were gonna try it but I do not see any feedback from that

Hello.
Ok you say it is powering down?Do you mean just shutting down all of a sudden?Or is she shutting down as if you were turning her off for the day?This maybe a over heating issue.Have you opened her up when running and checked all fans are spinning?Have you reset anything in BIOS lately?

Did you add any new hardware or software before this happened?

Well I tried to run the memtest but could not get it to load up from cd.
When it shuts down it shuts down like I just pulled the plug.
Then I went as far as taking some things off line like cd rom drive and extra hard drive. And the **** thing started to boot up even got to the windows loading screen before it **** its self again.

Sounds like overheating or faulty ram. In BIOS reset it back to factory defaults if you haven't already done so. Make CD first boot device again, and try to install again. While your in BIOS in the monitor section watch the cpu temp for a while (however long it has been taking to shutdown) to see if the cpu is getting too hot - 70c +. Don't let it get to over 80c or you could fry your cpu.

If this is the case you will need to get some thermal paste and reseat the CPU and heatsink.

How many strips of ram do you have? If you can't run memtest - try leaving just one strip of ram in if you have more than one. See if windows will install. If you still get the same problem - try each of the strips individually to try to determine if you have faulty ram. I've seen windows fail to install on systems with more than one strip of ram - after windows is completely installed I just put the extra back in and it all works fine.

CPU temp is good, I Tried a old PSU that I had, and each stick of ram that I have. What are the chances that all three sticks are ****?

could be a fialing hdd then