I want share my internet using Win2003svr with my win2000pro and XP Clients

I want to Ask some thing with you and i need your help

I have here 2003 server and win 2000 pro clients

now i want to share my internet with client i have dial up modem

I want to use Proxy server

please guaide me how i can connect my internet with my client STEP BY STEP

i hope you will help me.

there was another problem previusly i tryed to install the Win Gate 4.5 on my Laptop that is Dell Latitude D600

i stopped the ICS (internet conection sharing) service from servicies befor installing the services my NIC card was working fine
but after installation my system is not installing the NIC card. I am using win xp sp2.
that is why i did’nt install Win Gate on Server
Help me