you need .net 3.5 sp1 (specifically) - not .net 3.5, not .net 4.0
google that
then run hb as admin
now i got it running deleted all the .netfx reinstalled them still didn't work.
then i starting closing background programs untill i found the program responsible, the problem was msi afterburner is there anywhere i need to post that kind of information?
He fixed it Tony. This was the culprit.