~UNINSTALL all previous versions of Spybot in your ADD/REMOVE PROGRAMS window.
~Disable SDHELPER and TEATIMER. Undo the immunization, you can immunize once you upgraded.
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Because it does more checking including Anti-rootkit scans. However, the developers (PepiMK specifically) are working on a new version (Spybot-S&D 1.6) that appears to scan several times quicker. See:
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