You should not have come to OpenGL… The problem comes from DirectX ( D3D8 = Direct3D 8) ! I’m just kidding, we will help you !
Try to start it in OpenGL mode.
To do this, open ut2004.ini in Unreal/System.
Under [Engine.engine] you will see a list of five entries starting with “renderdevice”. One of them has not a ; in front of it, normally the first one.
Make a ; in front of it, and remove the one in front of RenderDevice=OpenGLDrv.OpenGLRenderDevice .
You will be in OpenGL mode. If does not work, reinstall your video drivers, or reinstall a directX version, or reinstall an OpenGL version.