Autoplay Popup and other issues

Hi all, hope you can help. I have ran Spybot and Ad-Aware on my machine because of my kids complaint that the computer was very slow. I have cleaned out a few little bugs already, but here is one issue that is driving me to distraction. At random times, fairly often in fact, I get a autoplay window that pops up and stays for a few seconds then dissappers. Any one have any idea what is causing it? My machine is still slow and I want to fix that up as well. I am running a P3 733 with 512megs of ram with XP Pro. Any help will be appreciated. Thanks in advance for your help

You might want to post a HiJack This log in the Spyware/ Virus section below:

Please follow all of Owen's instructions HERE once you have completed that post your log on the Spyware, Adware and Viruses board.

Also you can right click your CD/DVD drive under My Computer then click properties then Auto Play then choose "Take No Action".

maybe the hijack this will point out what is triggering it as well as your other issues.

do you run clean disk & defragmenter?

start > all Programs > accessories > system tools > ...

do you have sp1 or 2?

Thanks for the help, it is an SP2 , I need to run defrag and disk clean yet.