Well... I suppose I could suggest this old theme of mine [converted to OS2 by sega]. It was made on XP but during a time when most modules still supported 9x -- AFAIK it should run on ME. I think you might have more luck with old themes like this.

And oh: if you're on an old system with no net connection, perhaps you should try some old LiteStep distro like, uh, LSDistro or LSD4P. Themes for those standards included modules. You'd have an ancient LS setup but I think it should work. Even back then LS was a helluva lot better than Explorer :)