Live CD install question, Kernel panic

I dug out my old laptop(IBM Stinkpad 760ED) and thought about running linux on it. After some coercing(making a boot cd and using smart boot to get it to boot off of the cd rom) I started it up with the Live CD. While opening it stops at this:

Unpacking initramfs…<0>Kernel panic - not syncing: Out of memory and no killab le processes…

So I have no idea…

The computer has Windows 98 installed on it, but I do not want it to be a dual boot system, just linux will be fine:)

Thanks for any help and direction!

So what spec is the ThinkPad?

48M RAM

2.1 gig Hard Drive

20X CD-ROM

1.44 External Floppy Drive

1MB Video Ram

Is there anything else that you would be looking for?

You need something like
Puppy Linux

@2quick -

Hello again. Sorry, 48MB of RAM is a show-stopper. Puppy might run. There are a number of other mini-distros, but most start at 128MB ram. Or you could roll your own, but that is a lot of work. Sorry about that.

Thanks for the suggestions I will check out Puppy. If not it might just be a lost cause. I’ll let you know how it goes.