I had just installed a new application allthough I don't think it related, but a window pops up that asks for a password for the software security device.

hmmmm.... try looking in Event Viewer and see if you can spot what is causing it. It might be marked as Failed with User Cancelled as the reason.
Also try right after it happens, so it will be close to the top of the log.

Have you scanned with a couple of spy/malware programs just to see if that is the problem?
These are pretty good if you need them:

SUPERAntispyware (free for home use)
http://www.superantispyware.com/

Malwarebytes
http://www.malwarebytes.org/

I'll give that a shot spyware that is. and malware.

I'll give that a shot spyware that is. and malware.

Process Explorer v11.33
http://technet.microsoft.com/en-us/sysinternals/bb896653.aspx

Inside Process Explorer, There is a little CrossHairs at the top, on the toolbar.....

Drag it over the popup window, and see if it highlights the process in the main window......

Should tell you EXACTLY what app is responsible for it.....

It could be browser highjacker. Scan your HDDs with Malwarebytes and Avira. They will show what is there residing on the machine.

are you running any other applications when the window pops out ? like a mail checker or a web browser (mozilla) ?

Mozilla Firefox

Did you find the proces with Process Explorer, for that Pop UP?

go to Firefox
Edit > Preferences > Privacy & Security > Passwords
and uncheck
"Use encryption when storing sensitive data".

Now if I could only remember the original passwd.