Install SP3 in 'Clean Boot' mode:
How to configure Windows XP to start in a "clean boot" state
See the section titled: Manual steps to perform a clean boot in Windows XP,
skipping step 4.
Why clean boot:
A "Clean Boot" insures that only a minimal set of Windows Services and
applications are running. This means your Anti Virus software, third party
Firewall and other background applications will not be running; thereby
reducing the chances that installing SP3 will fail. Just remember to undo
the "Clean Boot" changes after installing SP3.
Do not use the Windows Update web site, if at all possible download the
service pack installation file directly to your hard drive and install SP3
using this file.
"ebasson61" <email@example.com> wrote in message
> Trying to install SP3, but keep getting the error message that another
> program is using ntkrnlpa.exe. I've tried closing everything I can think
> down, but to no avail. I cannot get past this message and so cannot
> SP3 on XP.
> Any help or clues would be appreciated.