To all those commenting on my offered solution here are my views on same: Slipstreaming SP3* is the issue causing Windows Update to hang/freeze as I found to my concern, and to the concern of countless others in numerous articles I have read on this issue, not just on this thread. Also the three files, I mention which have now been subjected to irrelevant analysis, are those recommended by Microsoft in getting SP3 to work as it is supposed to. Slipstreaming SP3 is not the same as installing SP2 and then running Windows update from there, since there are several updates between SP2 and SP3 which are differently implemented in SP3 slipstream. If you install SP2 and then install the pre-downloaded SP3 file then Wndows Update will still end up stalling, and it makes no difference what the staus of the Windows Update flag is - turned on or off it is still the same - the update mechanism will attempt to roll and then stall. And the problem in sorting this out has been made more difficult by Microsoft's amending of, and in some cases removal of, articles relevant to Windows Update in XP as April 2014 gets ever closer. The crucial problem seems to me to be overcoming the inability of IE6 to provide access to Windows updates without using the three files mentioned, and this is what happens if you simply install slipstreamed SP3. You are left with IE8 and a damaged update module During my travails on the Microsoft website I did find a mention of the whole subject of damaged update modules in the knowledgebase but the original solutions had been, as someone else has noted, scrubbed and replaced with the later Fix-its which are not fit for purpose. My method of overcoming is straightforward, reliable and reasonably quick, and has now worked on six different machines which were all having this update freeze issue from slipstreamed SP3. My method may not be the only route to success but most of the comments after my posting just repeat issues which do not overcome the actual problem people are encountering i.e. a frozen Windows update module which is not going to get repaired. We all want what works, not what some nerd says should work. Surely that is the whole point of this thread isn't it? Happy New Year to you all. * Please note that, in the past, I have used slipstreamed SP3 several times with complete success. The issue is changes Mircosoft have made to Windows Update in preparation for closing down support to XP. There is no specific advice from Microsoft relevant to the freezing which occurs only that it is under investigation.