Did you do this

http://www.jsiinc.com/subh/tip3900/rh3920.htm

"3920 » How do I perform an in-place upgrade of Windows 2000?

If a repair does NOT cause your computer to operate normally, you may wish to try an in-place upgrade, a last resort before reinstalling. The in-place upgrade takes the same time as a reinstall.

To perform an in-place upgrade:

1. Boot the CD-ROM (or boot disks).

2. Press Enter to install a copy of Windows 2000.

3. Accept the License Agreement.

4. If setup does NOT detect a your installation, an in-place upgrade is NOT possible.

5. When prompted to repair the existing installation, press R. Setup will perform an in-place upgrade"
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http://www.jsiinc.com/SUBJ/tip4500/rh4508.htm

"4508 » What does a Windows 2000 in-place upgrade change and not change?

I described performing an in-place upgrade in tip 3920 » How do I perform an in-place upgrade of Windows 2000?

When you perform an in-place upgrade:

1. Service Packs, hotfixes, and IE upgrades are rolled back.

2. Default registry values are restored.

3. Default permissions are reapplied.

4. COM and WFP are reregistered.

5. Plug and Play devices and the HAL are re-enumerated.

6. Drive letters are changed based upon the current drive and partitions. See Q2324048 - How Windows 2000 Assigns, Reserves, and Stores Drive Letters.

The following is NOT changed:

1. Installed components and programs.

2. Passwords.

3. Third-party registry entries.

4. The computer's role.

NOTE: If you upgraded your computer from Windows NT 4.0, profiles were stored at %SystemRoot%\Profiles. The in-place upgrade creates a \Documents and Settings folder and changes the registry profile to point to it. To fix the problem, use the Registry Editor to navigate to HKEY_LOCAL_MACHINE\SOFTWARE\Microsoft\Windows NT\CurrentVersion\ProfileList. For each user, there will be a SID sub-key and a Value Name of ProfileImagePath. Change the string value to point to %SystemRoot%\Profiles\<UserName>."

The most likely explanation for the your troubles is that sp3 is incompatible with some component of your system. I'm assuming that you were able to login after repairing the OS, and that you are asking about the sp3 unistall because you would like to re-apply it.  If you select the option during the SP installation to create an "Unistall" package, then you "SHOULD" be able to remove using the Add/Remove programs option in control panel.  It is easy to get your system corrupted to the point where service packs don't uninstall properly, though.  Now this doesn't help unless you can login to remove it.  You said that the Last Known Good did not work (never does in my experience), but what about safe mode?  If you can't even boot into safe mode, wow! You have problems.  But it's not hopeless.  Try regular safe mode, see if you can do the Add/Remove.  If not, try safe mode with command prompt (or possibly booting with a Win98 boot disk, but you may have to find the unistall file on your hard drive) and try the instructions below for removing from the command line (it's for sp1, but I presume it would work for sp3).  If still no luck, verify that all your installed apps are officially compatible with sp3.



Uninstall Windows 2000 SP1 from a Command Prompt
Click Start, and then click Run.
In the Open box, type cmd, and then click OK.
Change to the \%systemroot%\$NtServicePackUninstall$\spuninst folder.
Type spuninst.exe, and then press ENTER.
Type exit, and then press ENTER

Dumb question: How can service pack 3 be incompatible with something on my machine and more specifically how do you correct it so that I can install service pack three.

Or am I walking down a dead path. Is it more worthwhile to buy xp upgrade and be done with 2000?

NOTES: This was a clean install of w2k last june. I have SB audigy, matrox g550, wd 80gb w/8mb cache, usb nic, no modem, asus p4b266-2Ghz with 1Gb ram,MS internet kybd, Pinnacle systems studio deluxe <- actually this might be the problem (pinnacle)

Stay with Win2000 for now. You may run into similar problems with XP SP1

SP3 may have updated some drivers or system files that don't seem to work with your current configuration.

Go here
http://v4.windowsupdate.microsoft.com/catalog/en/default.asp

Next click on "Find Microsoft Windows updates"

In the frame on the right select your OS from the list then click on the Search button.

Now in the list click on "Critical Updates and Service Packs" and install all those you want except the SP3.

Next get back to the list and click on "Recommended Updates" again stay away from SP3.

Software was more or less what i was refering to when I said it might be incompatible (but hardware is a possibility).  A service pack is usually a fix for problems in the OS, but sometimes a fix breaks something else... when Microsoft is in a hurry to fix something major, they sometimes release a not-so thoroughly tested fix that they are later told, by the public, breaks an application that were using.  Many times in the next patch release, the problem has been resolved.  This is particulary the case with new OS releases.  For example: When Win2k was relatively new, Exchange 2000 would not run on either the first or second service pack for the Win2k Server OS (i forget which one didn't work).  It does work with the later Service pack though.  Windows 2000 is growing up now, and is more stable than when it was new.  Going to XP will put you back in an unstable situation (although I love it, and think it's fun, it crashes my programs for no apparent reason too frequently...and I'm not talking weird stuff, I mean Outlook an IE).  Before ditching 2k for xp, examine your apps, see what might be the culprit, and give the vendor a call (start with Pinnacle).

Drop 2000 and go XP- Xp will provide a more stable enviro for your special apps and hardware.
XP registers each device driver in a separate memory space so if you do have problems with one thing or 2 thing or a mix of software and hardware you NOT gonna crash the OS just the app or a disabling of the hardware device.

Sorry JakeDaSnake but I disagree Win2000 still grades out as being more stable then XP.

XP is stable in the right hands-- jeez -- My 2 yr old can crash my win2000 OS but not my XP machine, no matter what he does, apps may crash but NOT the OS-- its apples and oranges here, do you want a stable OS or stable apps

I still disagree with you tests show Win2000 to be more rock solid then XP. XP crashes more often then Win2000 does. Just check out the questions in the XP and Win2000 forum take a percentage of total questions and you will see XP totally crashes more often than Win2000. Sorry JakeDaSnake but I think you got your fact mixed up. I think you may be thinking of ME but certainly not Win2000

XP is solely based on the Win2000 kernel with some added features but in its short history it is known to be less crash proof than Win2000. And I mean by crash that the machine shuts down or freezes up. XP has more incidence to this than does Win2000

I have my XP notebook and tower for 12 mo with no OS crash, no freezing up, no shut downs. Like I said earlier "XP is stable in the RIGHT hands"

Look JakeDaSnake you seem to basing this on one or two machines. This has nothing to do with in the right hands. This has to with industry wide testing that has proven Win2000 to more stable than XP. You are mistaken if you think otherwise.

Listen CrazyOne I do think otherwise and its unfortunate that you pigeon hole yourself with such a comment,  the same comment was made round about the time win2k was dropping on the scene.  The same was said OH NO don't go to Win2k...NT Wrkstation had been proven to be a more stable OS then win2k.  You seem like a smart guy, but your comments are shortsighted at best.

listen, why make this guy's question a forum for your argument...exchange emails and do it somewhere else (I should have unsubscribed from this one immediately...jeez).

But for some reason i've been compelled to read each of these useless comments, and I do have to say that xp seems more resistent to OS crashes, but individual apps crash a great deal more for no apparent reason.  So sure, for some users it will be stable, and for others who put different software demands on it, it crashes.  But come-on, In the "right hands", win95 was a stable OS...(i.e.,someone who never installed an app and rarely turned it on).  I have to agree with Crazy one here for now.  In a production environment, XP is too young to keep up.  Give it time, (think SP 5 maybe...) and it may  rock 2k's world.

Sorry JakeDaSnake but I have been around both OS's long enough to personally attest that Win2000 is more stable than XP. Win2000 wasn't stable right out of the box but got that way around SP2. But you seem to be the one shortsighted because you refuse to believe in facts but choose to believe in myths. Win2000 has proven in side by side testing to be more stable then XP. Thems the facts not rhetoric.

listen, why make this guy's question a forum for your argument...exchange emails and do it somewhere else (I should have unsubscribed from this one immediately...jeez).

But for some reason i've been compelled to read each of these useless comments, and I do have to say that xp seems more resistent to OS crashes, but individual apps crash a great deal more for no apparent reason.  So sure, for some users it will be stable, and for others who put different software demands on it, it crashes.  But come-on, In the "right hands", win95 was a stable OS...(i.e.,someone who never installed an app and rarely turned it on).  I have to agree with Crazy one here for now.  In a production environment, XP is too young to keep up.  Give it time, (think SP 5 maybe...) and it may  rock 2k's world.

TO: JJSnow
Install a fresh copy of XP then go do all updates from win update site.  Then install your apps.  I will happily eat crow if you come back to the forum with problems.

It looks like CrazyOne gets it with the support.microsoft hyperlink: 812431. Hit it right on the nose.

As for xp and w2k comparision and future comments. I believe it makes senses to state your piece once and if necessary twice with supporting credible evidence. The readers can judge for themselves by the information that you state. However, thank you for confirming my beliefs.

And CrazyOne, in providing the stats of comparing xp to w2k you have shown credible evidence.

This particular error that I recieved was caused by having an antivirus running during w2k sp3 installation. Was there a place that I should have read to tell me not to have it running during upgrade?

I'll give 100 points for this answer.

Umm it is weird because I have installed SP3 with Norton running and did not encounter this problem. I don't remember during the intallation if it suggested to disable it or not. It has been a while since I have installed SP3 on my machine or any one elses.

Did you download SP3 or get it through Windows Update?

Well I found this

http://www.microsoft.com/windows2000/downloads/servicepacks/sp3/ReadMeSP.htm#2_1_before_you_install_the_service_pack_ulio

Before you install this service pack, disable any real-time virus checkers that you have running. As soon as you finish the installation, be sure to reenable the virus checkers.

Well CrazyOne why isn't your name "WiseOne" you solved the question again. One more question though for another 100 points for an all or nothing round which ofcourse you can answer very easily. How exactly to you find that?

For a total of 450 points. Thank you CrazyOne. By the way I posted a couple of outlook questions. Do you have any experience there? Also, you asked if I downloaded w2ksp3. Check my opening statement. Thanks again.

Well I keep the following link on my Start Menu. And use it to check things out once in awhile. In this case there is link to SP3 and from there I just click one a link that I think will take me to what I am looking for. :>)

http://www.microsoft.com/windows2000/professional/default.asp

>>>you asked if I downloaded w2ksp3. Check my opening statement. Thanks again.

Hehehehe oh well so much for being the WiseOne. :>)

This is a great fix, CrazyOne you are a god (at least when it comes to fixing this fault!) I have upgraded a users laptop today, extra 128mb of memory and upgrade from win95 to win2k and it was going great guns - then I added sp3 and it all started to go pear shaped....

I was going to say that I've probably applied sp3 to literally hundreds of pcs and have never had to disable the virus software - at least I've never had this problem!

Just one question though?  Anyone know why the middle part of the fix needed to be performed twice?  (Initial repair and backup?)