Have a look at the updates log. I often find this sort of thing is perhaps for an office package that is now no longer supported but an update is made for it assuming, for example that it has a service pack installed when it in fact does not, making the update fail. Get Belarc Advisor installed, look at the missing updates section and read the microsoft bulletins for the failing ones. If you can do nothing about it, you can still hide update to stop them being installed in the security centre in windows 7 much as you did in xp, except of course there is no web based downloader in 7 its all done behind the scenes. I see many failures like this and it will keep on attempting to install these if its not given a quick belt around the update centre, so to speak. You might be able to find any missing service packs available for manual download, but be warned installing one usually makes loads of other updates suddenly appear as well! Brian