Compatibility with Call of Duty 2

I have CoD2 which is a fairly old game but still one of the most used games for online.
problem is it doesn't play well with Win8, when game launches its stuck with the windows cursor not the game's , thats until i go to start menu and go back in the game again, and sometimes it doesn't work.
that issue occurs even after setting comp. to XP SP3 and Run as Admin, if I turn off compatibility, game doesn't start at all,

p.s. and there is no way in hell to make mods and additions to the game with windows 8, with windows 7 everything was a breeze,
I use gameranger it lets me join a room, but things go messy when I host.