i answered my own problem.
it's an old 3com w/c is 3com 3c905b-tx or 3c905c-tx
know as "boomerang"
i tried replaying the present card with ANOTHER 3COM
but diff model ... 3com 3C905CX-TX-NM
w/c i borrowed from my windoze box ..... and it worked
so , i guess, a simple driver issue and/or 3com models