The Horror of the New Windows XP SP3 and How to Escape it

April 29, 2008 at 7:32 am (Technology) (, , , , , , , , , , , , , , , , , )

I would have liked to spend the last 7 or so hours doing something more enjoyable than cursing, hitting my head on the wall, praying that time would turn back itself, wishing there was an “undo” button for life, and being brought close to tears, but the good folks at Microsoft were determined that I should complete such actions here last night into this morning.

“The Windows® XP Service Pack 3 (SP3) includes all previously released updates for the operating system. This update also includes a small number of new functionalities, which do not significantly change customers’ experience with the operating system. This white paper summarizes what is new in Windows XP SP3.”

“Windows XP Service Pack 3 (SP3), the update scheduled to release next year, runs Microsoft Corp.’s Office suite 10% faster than XP SP2, a performance testing software developer reported Friday.”

I made the mistake of downloading this shit from DOWNLOAD.COM/CNET.COM, a site I consider reputable, as I’ve been experimenting with lots of software from that site since I got my first computer. The comment on the board there were also positive..when I scrolled down I saw some people saying negative things but I thought forget them, this is an official Service Pack from Microsoft, what could happen? They probably did something wrong. Had I googled about downloading it from before though I would have realized that its actually a serious problem with the SP3…

After rebooting to supposedly finish the installation of the SP3, my computer came to a BLUE SCREEN OF DEATH which read :

STOP: c0000139 {Entry Point Not Found}
The procedure entry point GdiGetBitmapBitsSize could not be located in the dynamic link library GDI32.dll.

The only option is for you to reboot, where it will come right back to that screen, effectively stopping the user from accessing Windows, putting the PC in an endless loop of inoperability. It doesn’t stop there, you cannot boot up in Safe Mode, Safe Mode with Networking nor Safe Mode with Command Prompt. If you manage to get a boot cd to work, you won’t be able to access your C: drive, at one point I got the message access denied. So basically you can’t boot up, you can’t uninstall the service pack, you can’t use XP system restore from a saved point, my HP non-destructive system recovery didn’t work and you can’t access your files. Now that is one hell of a service pack. The only viable option seems to be to reformat your hard drive. But, seeing that over 50,000 people downloaded the SP3 at alone, there just has to be someone who had the same problem, and managed to solve it harmlessly.

After hooking up my other PC, I found great help over at Tip and Trick which saved me a ton of trouble and headaches :

The solution is to restore the GDI32.dll from the service pack into Windows system folder with the following steps:

  • Boot from aWindows CD or BartPE.
  • At Welcome to Setup screen, press “R” to start repair option and open up a Recovery Console’s command prompt window.
  • Select the Windows installation to use:
    Normally is C:\Windows and just one option. If so, press “1″ and hit Enter.
  • If prompted for administrator password, enter the password (normally blank) and hit Enter.
    (If unsuccessful because you can’t remember your admin password, use this program to reset it to blank. Also mentioned at the end of this guide.

  • Make a backup of existing GDI32.dll in system folder with following command:

REN C:\Windows\System32\GDI32.dll C:\Windows\System32\GDI32.dll.orig

(One line command, Replace “C” of the drive letter of your Windows installation drive if necessary.)

  • Copy backup GDI32.dll from c:\windows\servicepackfiles\i386\gdi32.dll to the system folder with the following command:

copy C:\Windows\ServicePackFiles\i386\GDI32.dll C:\Windows\System32\GDI32.dll

(One line command, Replace “C” with your own system drive letter if applicable.)

  • Restart computer.

    Problem here is you may not be able to access your C: drive because your access is denied for some reason so you may have to use this great program to clear out your admin password as mentioned before (usually is blank, but it may contain a password which you conveniently may not remember) and then repeat steps 1-7.

    You will also need an original Windows XP cd from which you will boot from as stated in the guide. If you don’t have one, get a copy of a friend’s. The process doesn’t require any serial numbers so you won’t be into any kind of full blown piracy…but you might as well since this is what Microsoft does to legit customers! Another problem you may encounter is it may not detect the CD, especially if its a burnt copy. In that case keep trying, and it should detect it eventually, as it did with mine after about 15 tries. If that doesn’t work you’ll just have to source and use an original copy of Windows XP. Luckily I got mind working with a burnt copy. I had no choice as I lost my serial number and the original CD got shattered into pieces in a drawer.

    Last but not least, I hope you have another internet connection on your phone or Wii or something in order to find guides such as these else you’re screwed on your own 😉

    Voila. It will work from there on once you had the prerequisites and you’ve followed that guide, don’t worry it worked for me and SP3 is now installed on my system, and its also operational, after much ado. When the PC boots up and you see the Windows logo and the message “Thank you for installing service pack 3”, it feels like you’ve completed training or passed a test.

    But what got me the whole while is….WHY THE FUCK IS THIS FILE AVAILABLE TO DOWNLOAD??? Its there, stated as being from MICROSOFT and legit and everything…but it totally FUCKS up your system! The amount of hell this thing caused me warrants an apology from Gates himself! Some people have reformatted their systems just because of this! Do I hear the words “class action lawsuit”?? I’m totally sick of Microsoft. I can’t wait to have a totally clean new system with absolutely no Microsoft software..

    BTW direct all thanks to the people at, that is their guide which I slightly edited and I’m just spreading the gospel of it. Glad to see that I actually helped some of you guys.



    1. Greypowered said,

      Your time might be ripped for Linux and other open source softwares that offer the same services as Microsoft, but for free and with much better safety and stability. Here is where to start: And then, you can try out: or And don’t forget to use Firefox ( or other related browsers like Flock ( instead of Internet Explorer! With these and other GNU software, you can have a fully functional computer without a single Microsoft package on it!

      On the other hand, you’ll have to learn how to work a bit differently, so good luck!

    2. Sp3 - Computer Related Discussion said,

      […] Pack 3 for windows Rusty .. the link didn’t take so i deleted it .. The Horror of the New Windows XP SP3 and How to Escape it The Undisputed Truth You have not lived today until you have done something for someone who can never repay you […]

    3. Rafiosi said,

      Thank you, thank you and thank you very much!!!! 🙂 Greetings from Germany!!!

    4. Philipp said,

      Ok, thanks for your advise! It worked great, except there was no window gratulating for succeding the SP3-Usertest!

    5. permacarn said,

      I had some major issues as well with my update process. I didn’t get the same error message but I was locked in a loop of restarts from a command prompt until I selected safe mode. Thank god it worked. It only took me about an hour and a half to complete the process since I didn’t know what the hell I was doing. I wish I would have checked around WordPress before I started.

    6. Windows XP SP3 « Permacarn’s Weblog said,

      […] a similar horror story at undisputedtruth. Possibly related posts: (automatically generated)Mossberg’s MailboxWindows XP Update Adds […]

    7. Mario / Switzerland said,

      Thank you soo much for this hint. Fortunately I had a SUSE Linux system up and running to find this hint. You don’t believe it. This morning I warned my colleagues not to install SR3. But I tried it.
      BTW I downloaded that crap (SR3) from official Microsoft page, the German one.
      Finally my system works now. B-D

    8. Janko said,

      Thank you so much, you have saved my head. I have installed SP3 on PC of my boss,
      and the troubles began. I have almost given up hope till Google and this very site saved
      the situation.
      Greetings from the sunny side of the Alps!

    9. phoenix said,

      hey thanks for the guide…
      saved me from going overboard…
      so my computer is working now, and there was luckily no need for reinstalling windows…
      but, the rename command didn’t work . i’ve had to change it into:
      REN C:\Windows\System32\GDI32.dll GDI32.dll.orig
      cheers phoenix

    10. Sara Jerk! said,

      where were you a month ago?! EXACTLY the same thing happened to me and I had to wipe my hard drive. i also bought my laptop second hand and it didn’t come with the install cds…………………… took me a week to get everything fixed and i’ve since had near heart attacks when the blue screen of death came up twice since then. (a simple restart did the trick tho)

      everything except my music was backed up and i lost over 300 hours of music. i’d switch over to using a mac if i hadn’t had to sit and laugh at my room mate go through 3 macs in 2 years. they might have a better OS but their hardware is awful it seems!

    11. the SaNdMaN said,

      I can’t freaking believe how Microsoft goofed up on this one again after releasing bloatware Vista (?!!!) Steve Ballmer should fire somebody . . . or better yet, Steve Ballmer should get fired! I wasn’t able to see this site, had to pop in the WindowsXP setup CD and repair my installation . . . had to wait 30mins. for setup to finish and now am back to SP2 . . . have no plans of updating to SP3 . . . i’ve just had it!

    12. Wolf - Germany said,

      1000000 times THANKS!!!!!!!!
      You saved my live and all the horror had an end within 10minutes!

      You re great!

      PS: Written on a mac, without i would not have been able to read this….

    13. John Schaefer said,

      Thanks for the update. I have limited knowledge working the Computer. when this sort of stuff happens, I am lost. Did microsoft ever acknowedge their error?

    14. Alex Toronto said,

      I’ve had this happen to me too. However, even though I’ve been trying to fix this for the last 7 hours when I made the dll transfer CHKDSK started and after it was finished GDI32.dll error recurred. I tried using the SP2 version with no luck either. I guess I’m going to end up reinstalling XP. I’ve been to MSFT HELL and I don’t like it.

    15. TM said,

      You’re a dumbass for d/ling a “beta” sp3 from some place other than Microsoft.

      You got screwed! The “official” SP3 from the MS download site works fine.

    16. Smee said,

      THANKS !
      Thank goodness you were kind enough to post this for us.
      I have 4 XP PC’s 2 that have been running for 1-2 years and
      2 that have been rebuilt since SP3 was released. The SP I have
      is direct from MS and worked on 3 of 4. I forgot to turn off the
      Anti-Virus and Firewall B4 doing the *upgrade* on the last laptop…

      My own Damn fault – It worked flawless 75% of the time for me…

      But 25% failure can RUIN a good day…

    17. mrfixit said,

      Despite TM’s comment, my downlowad was part of Microsoft Update and NOT a beta, and I had/have this issue. This only reinforces my belief that we are all unwilling beta testers for MS regardless of the “release cycle”.
      I had to do a repair overinstall and still have programs throwing up “*.dll is not a valid windows image” errors (Outlook 2k3, Messenger Live, Adobe v8.x Pro, etc.), so my pain isn’t over yet…

    18. B.WARE said,

      Service Pack 3 Extremely Sucks… I was doing a Windows update
      scan…… (I don’t know why (?) there has been so many times I have had problems after_ automatic / or downloading after they say I need to…) Yes, yeahyeahyeah, wasn’t a download from somewhere else … ~ things started screwing up (>hey get rid of this service pack 3 thing) After uninstalling > > > > I couldn’t get on line / no device manager,
      etc., etc., etc… I have an Acer laptop ~ totally lost everything on it and had to start over
      blank.. The recommended, this is what you do to correct the service pack 3 root virus – didn’t work (others who had an extremely bad time with S.S.3) Microsoft their techs, don’t know how to solve / correct who ever created it in microsoft damage. Gee isn’t this wonderful. blabbity blan blah for you fault finders that come up with your sour B.S.

    19. Sanjeev said,

      Thanks a ton.

    20. MSsucks said,

      I downloaded SP3 through windows update. It ran fine, rebooted once, then autoupdate downloaded 3 security hotfixes. It rebooted to the screen you got. Spent fookin forever trying to get that POS OS to boot. No safe mode, no nada, just an annoying loop that made me want to fookin shoot the fookin motherfookin thing. I hope Microsoft burns in hell. They suck, vista is craptastic and I am tired of getting hosed.

    21. MSsucks said,

      got vista on my other puter btw. Was playin with the idea of tossing on the vista upgrade that came with it when I saw SP3 was on update. Figured I would hang on to my xp as long as I could since I cuss my vista machine for not having reliable driver support this long after launch. DOwnloaded the SP and got arseraped MS style. Probably woulda been some lube in it if I’d just installed Vista.

      Just wanted to eliminate confusion before someone says “You’re puter’s fucked because you CAN’T install SP3 for XP on vista” hehe. I think the other sites people downloaded from DID download genuine MS shit. Just think MS fucked up and won’t admit they put the wrong shit out. Easier to blame someone else I guess.

    22. Johnathan said,

      I downloaded SP3 from the Microsoft Site at the same time I downloaded Vista SP1 (shortly after it was released). I have successfully installed XPSP3 on cleanly built XP computers (after loading SP1 – pre-requisite for installation) and it worked fine on 2 computers of varying configs. As soon as tried to install it on computers with SP2 installed (in a production environment) its gone hell-in-a-handbasket with the errors listed above. Can you imagine the drama’s that will potentially happen with Automatic Updates.

      I successfully rolled back the GFD32.DLL and all is fine – I have since downloaded the “NEW” version of XPSP3 and guess what … yeap there is a file size difference of 1,250,816. The correct file size to use should be 331,805,736 – the version information (under file properties) are identical between both files. So it does look like someone in Microsoft put the wrong GDI32.DLL in the first released update.

      Message is don’t necessarily blame other sites, or CD’s coming with computer magazines for supplying the new releases of service packs from Microsoft, they are only supplying as-is with no guarantee’s – if they did test the installs they probbly would have had the same results as I did when installing on cleanly built machines.

      This in no way means MS is not to blame, in my opinion they should have done better QA prior to releasing to the general public..

    23. Johnathan said,

      Also found another quirk – after you reboot the system a second time and you end up with a blank screen ….. after the Windows logo etc, (I found this happened on 2 of my machines).

      Start the PC in Safe Mode with Networking

      Reinstall the latest version of XP Professional SP3 – see details in my above post for the correct one.

      Restart your computer.

      It should all be working fine now.

    24. Charlie Reinehr said,

      Just wanted to say thanks for this guide. I’ve done repairs from the Recovery Console before so this wasn’t too hard. I also wanted to mention that this happened to me using the official SP3 download from, so don’t beat yourself up for using Cheers!

    25. Lesmoore said,

      Is service pack 3 a necessity for your computer? I have run just fine on service pack 2 for 2 years without any issues. I attempted to install sp3 today and had about 2 hours of hell. I went into safe mode and it stated that I had service pack 3 installed, yet i could not boot up in the normal fashion. I went into the control panel, went into add/remove programs and scrolled down to service pack 3. I hit uninstall and after a minute it gives me the message that it cant remove because it cant find service pack 3. Even though I followed all the directions for install, its obvious now that the install was either corrupt or somehow only partially installed. My remedy was to do a rollback and yes that worked and now i am able to run my computer. I dont have any plans yet to install vista so I ask again is this sp3 needed?

    26. masteroftheundisputedtruth said,

      Hi Lesmoore, according to Microsoft it is..all of Microsoft’s “service packs” and “hot fixes” are really just BUG FIXES for the OS, addressing vulnerabilities, performance issues etc, so it is strongly advised you always get the latest of them. In this case however where it involves a trip to hell and back, I don’t blame you for shying away.

    27. Lesmoore said,

      after what I went through, I wont be installing xp servicepack 3 any time soon.

    28. Yash said,

      Has anyone gone through this and then not had the login screen come up? Just a blank blue screen (not BSOD).

      Please let me know!

    29. waliedassar said,

      Mircosoft Windows XP SP3 has the file GDI32.dll with file version 5.1.2600.5512
      This DLL exports 610 functions.

      While prior versions (5.1.2600.3099) before this one exports only 609 functions.

      Guess what,
      The newly introduced exported function is ” GdiGetBitmapBitsSize ” with ordinal 287

      So you download A SP including improper GDI32.dll version.

      Sorry for my crap english

    30. Woznot said,

      Thank you very much for this solution. It got me back up running in no time. 🙂

    31. Ken said,

      Thank you, this also saved me!

    32. Gen said,

      Many thanks. My download was direct from Microsoft via the update function. Many years ago I was a DOS master but have fallen out of practice. Thank for a quick and accurate solution. 🙂

    33. HappyAgain said,

      Thank you too, saved me 6.5hrs. Very happy.
      Crappy MS.

    34. masteroftheundisputedtruth said,

      I must now thank all of you who mentioned that this bag of trouble is now being offered as an “automatic update”. I nearly had a retake of this whole episode before canceling the “update”.

    35. The Uncle said,

      Thanks to you and the to the folks at

      Finding this early saved me what would most likely have been hours of headache.

      This just happened on a fully legit windows install on a brand new format. The SP3 that broke the system was straight from Microsoft Update.

      If I had to guess, this is most likely a problem with ‘imaged’ installations from boxed computer resellers. (Dell, Gateway, Sony, etc) Typically these kind of poblems creep up on machines that have “recovery disks” and the like.

    36. PaulAnka said,

      I read somewhere else that this may be related to AMD chips. I’ve only been installing on Intel platforms and have never ran into this problem. I can’t count how many I’ve installed now. Lost count a long time ago. I know that you are supposed to disable any virus programs and I haven’t even done that before installing. Of course, I don’t use a virus program that seems to take over the system as I’ve seen way too many problems due to those (i.e. Norton Internet Security). I only use the basic virus protection and use Windows Defender for the spyware part. I also use the built in firewall that comes with XP. My download also came directly from Microsoft. I can almost bet that the one from is somehow corrupt and they are not going to fix it by getting a new copy from Microsoft. Go figure.

    37. PaulAnka said,

      Here’s the link to the tips and tricks site with the full description of the problem:

    38. YouAreAGod said,


    39. Barry Toogood said,

      A major lifesaver!

      FYI, our version of SP3 was an MS official CD release, installed on an Intel machine. We’d used it for numerous other upgrades. So it isn’t just betas or AMD chips – MS just released a buggy piece of crap again….

    40. Alvin said,

      Hi, I’m having problems in the system recovery console.

      I tried to REN command but it says “access denied”

      I read something about it further up the post, but the link for solving that problem doesn’t seem to work.

      Please e-mail be back at if you know how I can by pass the “access denied”.

      Thank you very much.

    41. masteroftheundisputedtruth said,

      This is what I sent to Alvin :

      Hello Alvin

      Sorry to hear about your problem. The only way I know to fix the access denied error is using that tool and I see what you mean about it not working. Hopefully the site is just down temporarily so keep checking. Meanwhile try the software from this site :

      If those don’t work, search around for a password editor/password recovery tool, which is essentially what is needed to fix the access denied issue.

      Hope this is of help.

      Also, It would really help if someone who downloaded the password editor from

      were to just send it to Alvin. Please do that if you can, you know how it was when you faced hell with this shit. Help out. Thanks.

    42. retailer said,

      Windows XP is the worst linux distribution ever!

    43. Pierre Paquette said,


      This problem just happened to my friend’s computer, and as I am the guy who does all the updates / virus protection / general maintenance / etc. on her computer, of course she blamed ME for what happened! LOL! I told her to blame Uncle Bill! 😉

      FYI, someone was saying that it’s an AMD-chip-related problem. I resent that, as her computer has a genuine Intel Pentium 4 processor.

      AFAIK, after the update to SP3, it worked fine for maybe one boot, then kaput! She has a Toshiba Satellite Canadian French version of Windows XP Home (“Famille” = “Family”) and I used my own original Windows XP Home original CD that was delivered with my Compaq Presario, and no problem, I applied your command-line instructions, and all worked fine, except that I had the same minor problem as Phoenix had (thx to Phoenix btw!).

      Thanks again, and Microsoft sucks! 😉 (I use Linux Ubuntu on my Compaq Presario laptop as well as on a Compaq Presario desktop.)



    44. Canada Girl said,

      I didn’t have an original XP disk to work from. I also didn’t have one to borrow or a friend who had XP Professional to make one with. I managed a solution, however, without one. Even though this post is old, I thought it was worth sharing since a Google search for this error brought this blog post up pretty high on the list. I’d like to save the HOURS that it took me to fix this issue for someone else.

      — It may be worth noting that, after I was able to restart the computer actually using Windows, I didn’t follow through and uninstall the service pack using uninstall programs. Instead, I took the leap and updated the computer with the newest version of Service Pack 3 for Windows XP.

      First: Created Best Boot Disk to repair/restore Windows CD

      Second: Used these nifty instructions, but used the boot disk to access recovery console and then followed accordingly:

      1. Insert the Windows XP CD in the CD drive or in the DVD drive, and then restart your computer. When you receive the following message, press a key to start your computer from the Windows XP CD:

      Press any key to boot from CD

      Note The computer must be configured to start from the CD drive or from the DVD drive. For more information about how to configure your computer to start from the CD drive or from the DVD drive, see the documentation that was included with your computer, or contact the computer manufacturer. You can also use a bootable floppy disk to start Windows XP.

      2. When you receive the Welcome to Setup message, press R to start the Recovery Console.

      Note Multiple options will appear on the screen.
      3. Select the correct Windows XP installation.

      Note You must select a number before you press ENTER, or the computer will restart. Typically, only the 1: C:\Windows selection is available.

      4. If you are prompted to type an administrator password, do so. If you do not know the administrator password, press ENTER. (Typically, the password is blank.)

      Note You cannot continue if you do not have the administrator password.
      5. At the command prompt, type cd $ntservicepackuninstall$\spuninst, and then press ENTER.

      6. At the command prompt, type batch spuninst.txt, and then press ENTER.

      Note The Spuninstal.txt file appears. As the file scrolls down, you will see errors and the files that are being copied. This is typical behavior.

      7. After Windows XP SP3 is removed, type exit, and then press ENTER.

      8. Restart the computer in safe mode. To do this, press F8 when the computer restarts.

      Note After you restart the computer, the computer may stop responding, and you may see a black screen. The mouse will work. In this case, restart the computer again by turning the computer off and then back on. The second restart will let you log on.
      9. When the computer restarts, Windows Explorer (Explorer.exe) does not run, and the Windows icons and the Start button are unavailable. To resolve this problem, follow these steps:

      1. Press CTRL+ALT+DEL, and then click Task Manager in the Windows Security screen.

      2. Click File, and then click New Task (Run).

      3. In the Open box, type regedit, and then click OK.

      4. Locate and then click the following registry subkey:

      HKEY_LOCAL_MACHINE\System\CurrentControlSet\Servic es\RpcSs

      5. In the details pane, right-click ObjectName, click Modify, type LocalSystem in the Value data box, and then click OK.

      6. Restart the computer

      10. Use one of the previous methods to remove Windows XP SP3 from your computer.

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