BIG UT2003 Demo Problems!

Man this game has problems on my system!
Here are the issues i have:

<b>A.</b> Game doesnt run at all when im not connected to the internet (i only have dialup). I want to be able to practice without being online!

<b>B.</b> Software sound is usually enabled. If i enable hardware sound or Hardware+EAX the framerate sucks and the game is unplayable. (possibly related to problem C.)

<b>C.</b> Apparently every time i play UT2003 it screws up my SB live drivers! This bitch of a problem took me a week to diagnose and its an insidious problem. Other apps & games still work initially, but i experience a gradual slowdown and apps seem to chew up more and more Kernel CPU time. Eventually it gets to the point where the system is basically dead in the water. If i leave it for long enough it may BSOD on me complaining about IRQ_LESS_THAN_BUT_NOT EQUAL in emu10k.sys (a sblive driver file). A reboot temporarily fixes the issue, but it creeps back over the course of an hours gaming. Only a complete driver reinstall fixes the issue, and then only until i play UT2003 again!

This problem exists with the initial demo release and also the latest patch.

Why is it doing this? What can i do to solve this problem? (besides turning off the sound or uninstalling the sucker)

NOTE: My system is extreemly stable and BSOD/crash free otherwise
System specs:
XP1800+, epox 8k3a+, 512Mb ram, Geforce2pro, SBLive, Netcom internal 56k modem.
Win2k, SP3, Via 4in1's 4.43, detonators 40.72, latest SB live drivers from creative webby, via latency patch.

Any sane suggestions? I never had problems this bad with the original UT.

<b>Microsoft is good for you. MS has your best intrests at heart. MS products are easy to use, Reliable, Bug free and Secure. MS says so. What possible reason would they have to lie to you?</b>