If the problem persists and your installation is again interrupted by "Access Denied" error, try this:
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Download and install SubInACL.exe http://www.microsoft.com/downloads/details.aspx?FamilyID=e8ba3e56-d8fe-4a91-93cf-ed6985e3927b&displaylang=e
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Copy the text below, paste it in notepad and save it as reset.cmd or you can also download it here.
cd /d "%ProgramFiles%\Windows Resource Kits\Tools"
subinacl /subkeyreg HKEY_LOCAL_MACHINE /grant=administrators=f /grant=system=f
subinacl /subkeyreg HKEY_CURRENT_USER /grant=administrators=f /grant=system=f
subinacl /subkeyreg HKEY_CLASSES_ROOT /grant=administrators=f /grant=system=f
subinacl /subdirectories %SystemDrive% /grant=administrators=f /grant=system=f
subinacl /subdirectories %windir%*.* /grant=administrators=f /grant=system=f
secedit /configure /cfg %windir%\inf\defltbase.inf /db defltbase.sdb /verbose
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Run reset.cmd you’ve created (this process can take some time).
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Now you can install service pack 3.
This guide worked for me and I hope it will do the same for you.
Source: http://forums.microsoft.com/TechNet/ShowPost.aspx?PostID=2873777&SiteID=17
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