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No best answer has yet been selected by Tabman. Once a best answer has been selected, it will be shown here.
For more on marking an answer as the "Best Answer", please visit our FAQ.There are two possibilities - one is for the modem to wake up the PC, the other the network card.
You need to go into the BIOS (Basic Input/Output System). To do this press the Delete Key or F1 when you restart the PC. The screen may tell you which key or your PC manual.
In the BIOS there will be an option to turn off or disable 'Wake on LAN' or 'Wake on Incoming call'. This should stop the PC waking up when the modem line rings or there is activity on the network card.