Well you seem to have pinpointed the LAN driver as tha culprit, so have you checked the Intel website for a newer network driver than the one you've got?
Has any body been able to get 98SE running on the Intel D865GVHZ mobo without the shutdown problem? I format the drive, load WIN98SE, and then I load the Intel mobo software. 98SE starts and shuts down just fine until I attempt to install the LAN SW. Then the shut down freeze starts up. The only way I can get back to normal operation is to format the HD and repeat the process. I have tried the MS Shutdown updates with out sucess. No success with the "unoffical update" either. I would appreciate any ideas. Thanks.