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Depends. Windows requires that you have SP1 installed and recommends you have SP2 installed, but SP2 it is not necessary, in order to install SP3. So if you have just SP1 installed you are going to get SP2 and all subsequent updates along with SP3. If you have SP2 installed the SP3 update is around 16.1 MB. If you have only SP1 installed the download will be as much as 57.5 MB. It all depends on what you already have installed. I suggest you install SP2 before installing SP3. I also suggest you let Automatic Updates install this at a time when you are not on the computer. If you are on Dial-Up, order SP3 CD from Microsoft.

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