XP SP3 caused disappearing windows, flashing titlebars, scrolling problems and bluetooth issue

starting point: Inspiron E1705 laptop, XP SP2 with all available updates.

SP3 installed without problems.

After installing SP3 I had these issues:

1. disappearing windows:  I wanted to reboot the machine, but if I clicked on Start->Shut Down, the "Shut Down Windows" dialog would appear for a couple seconds, then go away before I could get the mouse to it.

2. scrolling problems: I tried opening Control Panel->Add/Remove Programs to see if I could just uninstall SP3, but while the window was up, the titlebar would continually flash and I couldn't scroll down the list of applications, every time I scrolling down past the first page, it would keep automatically going back to the top!

3.  Bluetooth problems: my bluetooth devices (Dell Bluetooth 350 card with the Toshiba Bluetooth stack) quit working and the Microsoft bluetooth system tray icon showed up (in addition to the Toshiba one that should be there). 

I was able to use System Restore to put everything back to a pre-SP3 configuration and everything is fine for now.  I'm not sure if all the strange window flashing/disappearing is related to the Bluetooth problem or not, and I'm afraid to try again for fear of things getting worse and not being able to restore back to a working state with SP2.

I also posted about this in the Bluetooth/SP3 thread, but decided to post a new thread since I'm not sure all of the above is related to the Bluetooth issue.

Anybody experience similar problems and/or have solutions?