Windows XP Service Pack 2 fails to install

So I downloaded the xp service pack 2 file yesterday from both microsoft and fileplanet and neither one will finish the upgrade. Basically what happens after it extracts is it just hangs for a while at the configuring 3rd party driver list? I think thats the part and then it just suddenly reboots my PC. I tried it in safe mode hoping that it would install but it just hangs at the same part but doesnt reboot the PC. I've tried disabling anti virus and all kinds of other background services but nothing seems to make a difference. It would seem to me that it doesnt like one of the drivers for something I have? I upgraded my video card driver and that didnt make any difference either. I'll list my PC stuff below any help would be appreciated :p


P4 3 Ghz
Abit IC7 Mobo
1 GB Geil Golden Dragon PC3200 DDR
Radeon 9800 Pro 128MB
Sound Blaster Audigy 2 ZS Platinum
Seagate 120GB SATA HD
Envision 19" LCD
Pioneer 4X DVD Burner
16x DVD-ROM (generic brand)
Antec TruePower 430 PS

I guess thats about all I need to list I think.

Anyway hope I can figure this out :(

Hmmm well do u get any sort of error's or anything?

nope just hangs for a while at configuring whatever and then reboots no warning

Turn off antivirus, do a good spyware check with adaware and spybot, sometimes having bad processes (or even good ones) will cause a SP install to fail.

As I stated originally I did that.

What purpose do you have for going to SP2? MS tightened the screws on the pack from what I've heard about it. I'm staying away from it until I have a reason for getting it.