Help me get MSDE SP3a installed on Win Server 2003

I've tried every which way I can from the docs and but I can't seem to get MSDE to install correctly. Found out that Win2003 only runs SP3a, downloaded and tried it.
tried these different commands from the prompt:
setup SAPWD="xxxxx" INSTANCENAME="xxxxx" TARGETDIR="xxxx" (from MSDE2000 only)
setup /upgradesp sqlrun INSTANCENAME="xxxxx" DISABLENETWORKPROTOCOLS=1 (after installing MSDE2000 first)
setup INSTANCENAME="xxxxx" SAPWD="xxxxx" (straight from MSDE2000 SP3a)
Services shows that the SQL agent and the MSSQL$xxxx running. MSSQLServerADHelper is not running. The Service Manager isn't showing any services in the tray nor does it have the little green arrow. I can't connect to anything with Enterprise Manager eithe
r.
What do I need to do? Please note, I'm a totally complete noob with SQL admin and set up...
Thanks...
PS: and note that I'm in the correct directory with the installer and the xxxx are the correct instances and pw's
addition: This is Win 2003 Server Standard Edition...