Okay after several days of reinstalling and running scans, I have this.
Reinstalled SP3 via manual windows update. Restart.
Checked to see if other updates were in order, they were and critical ones were installed via manual windows update. Restart.
Turned on Automatic updates. Realized Windows Media Player had been rolled back to a previous version.
Tried manual windows update to solve the problem.
IExplorer "encountered a problem and needs to close". Computer reboots itself.
After restart says it has recovered from a critical error (something to that effect).
Attempted manual windows update again. IExplorer shuts down. Secunia PSI (running in background) shuts down.
Run Spybot S&D - Clean.
Run Malwarebytes - Registry entry infected: HKEY_LOCAL_MACHINE\SOFTWARE\Microsoft\Windows NT\CurrentVersion\Image File Execution Options\ctfmon.exe (Security.Hijack) - Quarantined and removed.
Attempt update, same result (insanity, I know).
Startup in safe mode ran Malwarebytes, Spybot S&D, Super Antispyware, AVG, Uninstalled/reinstalled Secunia PSI. All scans clean. Restart.
Same problems still. GRRR
I just want it to work now. I don't care about the little hash marks anymore.