Very difficult request. Your main issue is the hard drive. Also, if this is a laptop, the issue gets more difficult.
 
What type processor is this? Pentium, AMD K6....
 
Regarding x-windows, I assume you mean a desktop environment, or just as a server environment?
 
I suggest you consider getting a larger hard drive. No way around this easily with a hard drive install.
 
But, if you want to run off of a cd, the prospects are better.
 
Puppy Linux is my personal choice. But, again, you need to have a little more hard disk space to run it off the hard drive. It uses xvesa (a lite x-windows system) and has a lot of useful apps.
 
DSL and Feather are other choices.
 
Libranet will run on 64 mb ram with IceWM, but the hard drive space requirements are much more than you have.
 
Let's see what others come up with.

As far as pocket distros go, I'm kinda partial to Damn Small.

i would agree damn small i also heard good things about puppy linux i would recommend the new hard drive as stated

DSL is good for old pcs. Really makes full use of the computing resources.

Check out the USB Virtual Private Machine, which uses DSL. You can load it all into a 128MB USB drive or several other media. The PR1 is beta, free, and the download is fast over Bittorent.
 
http://www.metropipe.net/ProductsPVPM.shtml
 
-dc

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