installed windows (on drive c:\!). the same two files were still uncopyable, but i just grabbed them from another computer and loaded em in. ran windows update a few times. i'm now up to SP1 and need to run it one or two more times, then i'm good with that. (though oddly i got errors as it was trying to update windows media player 10.)
m-audio drivers loaded with no problems. there's still lots of work to do installing drivers and software, not to mention copying all the data off the old drive.
i'm not really sure what went wrong last time, but it doesn't seem to be happening now. so just assume things are going smoothly with the new hard drive unless i post otherwise.
frustrating, but at least in the end i'll have a better-performing hard drive and battery backup power to protect me from the flaky power i have here in the attic.¶