Now this seems to happen more than once, and I have no idea why..... I just clean installed a Win7 machine. I happen to have my trusty office 2007 SP2 installer around, so that went on next. After checking, Windows Update says I'm missing SP3 (~ 350 MB). No surprise I have SP3 already so I close WU and run SP3 locally, then reopen WU and tell it to check again for updates, expecting to find all the post-SP3 stuff. Instead WU is insisting I need SP3 but at a size of ~84 MB. I click OK but as it starts downloading it changes the size to ~350 MB, like before. Hmm..... I re-downloaded Office 2007 SP3 from MS downloads in case my copy's wrong somehow (~ 350 MB), but that quits out saying SP3 is fully installed. SO I go back to WU and re-check updates and WU insists SP3's not installed (or not fully installed) and wants to download either 84 or 350 MB of updates. I check history and even 'installed updates' lists SP3 as installed. I've seen this sort of thing before but never had such a clear example of it, and I've got no idea what it means. I'd love some ideas what's up or how to troubleshoot this kind of thing!