Windows freezes at "windows is starting up..." screen after sp2

[Dizoja86]

Just installed sp2, and at first windows would boot up to the desktop, except the desktop would be empty except for the background wallpaper, and then it would reboot. I ran system restore and now it loads up to 'windows is starting up' and freezes, it freezes at the same point if I try to get into safe mode.

Any ideas?

 

[MikeEx]

all i can think of right now is disabling USB from the bios...

 

[caveman-jim]

some hardware and installed application details would be useful.