Hm, I recommend you try the Voodoo3 V1.07 Driver.

(I guess you run the V1.04 meant for Voodoo4/5 right now ?)

Hm, 2D Surface accelleration (such as Video Playback) is usually handled without any Problems by any Voodoo3 Card.

If something as basic as this is causing weird problems, the actual Problem is much deeper.

It might be a faulty codec, a flaw in the System (RAM/Chipset/CPU), or just a sign of an ageing Windows Installation (and trust me, a sinking Windows will do very weird stuff before it goes down )

For as long as the Voodoo3 does not have to share its IRQ, and a proper Driver is installed (stick to 3dfx reference Driver first, e.g. V1.07.00 before trying 3rd party Drivers), something as basic as Video Overlay should run without any problems, at Maximum Hardware accelleration...

Hmpf...
Very difficult.

You could try disabling any devices not needed for testing in the Device Manager. They can be easily re-enabled by a Mouseclick, so it's fairly safe.

I would try to disable components such as :

- Soundcard / Gameport / Midi Mapper or Ports
- unused COM Ports
- LPT Port
- Network Adapters
- unused USB Host Controllers

etc...

Disabling those will free their resources and have their Drivers not loaded obviously.
After a Reboot, the Resources are as free as they possibly can be.

Far shot, but if this suddenly solves the Problem, there is a Resource conflict, that can be narrowed onto by re-enabling Devices one by one.
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Testing the Hardware is possible with Prime95 (Self-/Torture Test) and Memtest86 .

Prime95 : http://www.mersenne.org/freesoft.htm
Memtest86 : http://www.memtest86.com/
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Also make sure that you have set the Bios parameters affecting Video in a reasonable manner, and set it to max. compatibility for testing

e.g. :
Palette Snoop > Disabled
Video Bios Cacheable > Disabled
Video RAM Cache Mode > UC (Uncached)
AGP Aperture > 4 or 16MB
RAM Timings > Slowest possible
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One last chance might be, to uninstall the Voodoo3 completely :
- Uninstall 3dfx Tools and Voodoo3 from System Control
- Install "Standard VGA" Driver
- Using "Regedit" , remove all 3dfx entries from the Registry
- Delete 3dfx .inf File(s) from Windows\Inf Directory
- Delete 3dfx System Files from Windows\System Directory

After that, your Windows practically does not even know anymore, what a 3dfx Card is.
Then, install the Voodoo3 Driver again; this is the cleanest way to ensure a correct Driver installation (besides re-installing Windows completely)
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If all that does not fix anything, it might be in order to think about a re-installation of Windows (if feasible).

Hope some of this helps...

Greetings
FalconFly

This sounds very much like a codex problem ... get the Nimo codec pack and install it, it might help ...

... http://www.btinternet.com/~nimosiro/ ...

Also try the 'VideoLAN' player ...

... http://www.videolan.org/ ...