Best thing to do in finding a prog that refuses to close down and freezes the system is insert the XP disk and run SFC /SCANNOW to remove windows off the suspect list. Try to reboot.
Fire up Spybot and switch to advance mode. Disable each startup item one at a time, then reboot. The one before the successful shutdown was the guilty culprit. Enable all the others and reboot to confirm it.
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