Little bit more info, I did finally get the 1.04.00 drivers to download and tried those and still have the same issue unfortunately.

this sounds like a case of shared resources between audio and other devices sometimes you can manually re-assign them to non shared. The quickest way to see the shared resources is with the system information app in windows. You would need to use device manager to manually re-assign resources if permitted.
Also, your system might be struggling to keep up bandwidth with your sound card and maybe your motherboards built in one would be better.

My guess is it's PCI bus contention caused by the video driver and you are seeing different behavior between video driver versions. The motherboard chipset/BIOS are probably partly at fault. K7S5A isn't exactly known to be trouble-free. It's possible there's a registry tweak for the Banshee that could reduce bus activity, which might be the cause of differences between the video drivers (look in the driver INF).

Look at the IRQ assignments shown on the POST info screen. Pretty good guess that the sound card is using the same IRQ as something else.

You will want to move the sound card to a different slot that doesn't share an IRQ if possible.

Also, if there is a PCI latency setting in the BIOS, set that higher. 32 is probably the default. Change it to 64 if so.

This was a known issue back in the day where the motherboard mfgs blamed Creative and Creative blamed the motherboard mfgs.

It is possible that motherboard chipset drivers can make a difference as well.

Doing some reading, I think you guys are right with the PCI latency issue. Since the Banshee I'm using is PCI, it's eating all the PCI bus and not leaving enough bandwidth for the SB Live. This explains why when I tried an AGP card (MX200) it worked fine. But I don't want to use the MX200, I want to use the Banshee, because the Banshee's cool and the MX200 isn't...

The k7s5a has the latest BIOS but there is no option to adjust the PCI latency. Reading some forum posts from 2002, there was a 'hacked' BIOS that allowed those adjustments but of course, 24 years later those links are very dead.

So I guess I'm kind of screwed unless I can find that 'hacked' BIOS.

Woo, I found the BIOS! Whipping up an AMIFlash floppy and going to see if it works.

With any luck I won't brick the board. Or maybe I will, then I'd have to find something else that I won't have to recap anyway... Oh no...

Success!

You guys are the best.

That's exactly what it was. PCI latency.

I hunted down the Cheepoman BIOS (Here, if anyone runs into this in the future: https://www.ocworkbench.com/2002/ecs/k7s5abio … /cheepobios.htm) and made a floppy with AMIFlash 8.27 on it. God, let me tell you something you guys probably already know. "New" floppies and drives are awful. I went through 3 "new" drives and half a box of "new" Maxwell Floppies before I found one that worked and the only drive I could get to work was the one that came out of my 486... THAT drive worked, but the "new" ones were all dead out of the static bags...

Anyway, the new BIOS had the PCI latency set to 64 out of the box, so I booted back into Windows, launched the games, no hiss/pop/crackle/crunch. Everything's perfect.

Thank you guys so much!

Excellent! Glad it is working properly now.