Ok, this is being pretty hard for me to pin down...
 
I had accidentally updated "world" with the ACCEPT_KEYWORDS="~x86" flag set... Well, it seemingly didn't break much...booted fine....no errors that i ran into in daily use of the machine....but i had a day when i had time, so i commented out the ACCEPT_KEYWORDS flag and re-updated the system.
 
Now, the linux stops booting when it gets to "Mounting /proc...". I booted from the cd and recompiled my kernel making sure the kernel had /proc filesystem support...and copied it to the boot partition....but to no avail.
 
kernel i'm working with - Gentoo sources - linux 2.4.20-r8
 
Any ideas?
 
Thanks,
Brendan

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