Guest freezes after first keystroke

I've tried Ubuntu 14.10 64-bit, Ubuntu 14.10 32-bit, and Ubuntu 14.04 64-bit, Windows 7, Windows XP.

The installation goes smoothly if it's done automatically but if I do it manually it freezes after the first keystroke.  It actually takes about 5 seconds to freeze.  The cursor blinks a couple times and then more slowly and then it stops.

I have 2 CPUs dedicated, 4GB of ram.

I'm running on a pretty decked out machine.  32GB, core i7.

My host is running smoothly.  It used to run just fine.  This computer has been sitting for a while and had to do about 150 Windows updates.

I had Workstation 10.0 but I updated to 10.0.4.

Any ideas?