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Server 2008 R2 - Windows Update Error: 80070070 - "Out of Disk Space"

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HP Proliant 
Windows Server 2008 R2 Foundation Edition - 64BIT
Intel Core i3-2100
8GB of RAM

Fresh Install of OS from factory. Just bought the damn thing a week ago.

Roles Installed:
DHCP
DNS
File Services

Features Installed:
Remote Server Administration Tools
SNMP Services

NO OTHER SOFTWARE INSTALLED!

C: 20GB with 6.98GB Free (OS Drive)
D: 444GB with 296GB Free

I keep getting the error message 80070070 - "Out of Disk Space" when trying to run windows updates. I am not out of disk space, I have 6.98GB free on the drive, so it should not be failing.

I've restarted the computer at least a dozen times, same error message.

I tried to install the Desktop Experience so I could run the disk cleanup utility, and that install fails because, you guessed it, Out of Disk Space!

So, anyone have any idea why it's telling me this when I have almost 7GB free? I have other servers that have less then that and work just fine, so I know that's not an issue. As you can tell by my tone of voice, I am getting very PO'ed right now.

Thanks.


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