Launching UT3 with XP64
 

I am not sure how many people on here are running XP64, but I thought I would write this up.

UT3 really, really doesnt like XP64. We dont know why, Epic doesnt know why, but apparently they are working on it. In the meantime, you have to go to Microsoft and download the AMD X64 debugger. It works for Intel processors too. When you open the debugger, click File -> Open Executable -> Navagate till you find UT3.exe or whatever it is called, and then load it. Now, press F5 until the game boots.