I have a Windows Server 2003 server that hosts mail using Exchange 2003 and was recently was updated to SP2. Additionally, more RAM was added. The server was fine for a few days. Now when it boots it comes to the log on screen but the background is black and the log on boxes are not visible. I'm entering the password, that I'm sure is correct, but it does not let me in. I can see the cursor move across the screen as I type so it appears that it is trying to let me log on. Also, the network card goes crazy if I have it plugged in. A user was getting a "service unavailable" error when trying to log on to OWA. I have seen this error in the past, on this same server, and would log on and restart the Exchange services and it would be fine for a couple of months. I also noticed a large amount of traffic to and/or from this server in the last month. There are only 3 mailboxes on the server (long story...) and I find it hard to believe that 9GB of mail has been generated, either outgoing or incoming. I have other tools installed and SPAM protection at the gateway that is keeping my other servers safe so I assume this one should be protected as well. There is no difference in the servers when talking about SPAM or virus protection. I have also noticed too much traffic on TCP ports 1337 and 3268 although my firewall doesn't tell me which IP has been using those ports. It will only tell me the amount of traffic per IP or the amount of traffic per service/port. I'm not sure those are realated, but they very well could be. Back to the specific server... if I try to go into safe mode it hangs at acpitabl.dat and then reboots itself. I have found other answers online but none of them work or then don't describe my problem accurately (some dealing with WHS and SP1 or installing HD controllers). The one answer I found that was close was on a site that isn't allowing me to sign up, I'm guessing they are having problems with their site tonight. I've removed the new RAM and I've also tried Last Know Good Hardware Configuration and nothing is getting me in. I don't want to go on too long (I'm sure some people have stopped reading already...) so I'll stop. Please help!!!