Zenwalk(at least the versions I tried) uses XFCE by default and does a pretty good job of configuring the system, so it could be worth a try.
Whatever distro you try, XFCE is a good candidate for a full(yet light) desktop. A lightweight window manager would be lighter/faster, but might not have enough desktop-type features for you.

well the essentials for me would be

office suite programs
pidgin
and if possible skype

well i found a set of ram sticks that hold 512mb but when i put them in the motherboard nothing starts, the board powers on but the screen doesn't show anything

office suite programs- openoffice will load pretty slow, disabling java should help; I haven't used anything else in a while, I'm sure there are other options

pidgin- should be no problem, isn't dependent on any particular desktop

skype- never used it, I couldn't say

having a bit of trouble installing zenwalk

it doesn't load x correctly it says

Did it install ok, then fail, or was there a problem during installation? If it installed ok, you can switch to runlevel 3 and configure X from there.

I don't know about a distro to recommend. It seems that all the beginner distros designed for very small amounts of RAM have ceased development. I could recommend ArchLinux. Not as easy to install as something like Ubuntu, but the website has very thorough walkthrus. And a very helpful community. And it is much easier to configure for older hardware with specs like that.

As for office suites, well, look into Abiword. It's not so much a suite, but very usable and compatible and should work on low end machines.

One more thing. I installed Xubuntu onto a machine much newer than that with 256mb RAM and XFCE still wasn't as responsive as I wanted it. Of course, that could just be Xubuntu. I would definitely look into LXDE or learning to use some other window manager.

I don't actually know where to begin with that statement.

Anyway, I just saw PCLinuxOS has different versions. LXDE, XFCE, and E17. E17 itself is still alpha? I have used the new Enlightenment for years and haven't had any hangups. I assume, baronobeefdip, by your comments and the fact you use Windows, you are new to linux. http://pclinuxos.com is a very beginner friendly distro. And the lighter LXDE or E17 should be good for your older hardware. I however do believe jumping into something like Slackware and learning the internals is a much better way to go. Some people might like to take things slower.

E17 version not out yet. I saw somebody reporting using PCLXDE on less than 128mb RAM, I think. http://www.pclinuxos.com/forum/index...c,60423.0.html

*update
Sorry, nevermind. First paragraph says does not work on K6/2.

well i just got done downoading and installing puppylinux and it works decently (skype comes up but only stays open for atleast 1 minute) and the whole process of installing it was more advanced than any other distro i have used i even bought a book on linux to help me and it worked beautifully

I would suggest staying with a year or two older distro with no newer that 2.6.26-x kernel. May I suggest Hardy or Lenny and do a netinst with nothing ticked to get a basic CLI install then #apt-get install xserver-xorg-core kde-core lxde-core. Stay with kde 3.5 on older stable kernels like the 2.6.24 or 26 and at least lxde-core or xfce4 for a wm. Good luck.