What OS were you trying to upgrade?
Win2K is fussy about its compatibility with hardware and some software
apps/drivers. Whether you use the upgrade approach or perform a clean install,
you are well served by running the compatibility report from the Win2K CD while
Win95/98 is still installed on the system. See this article for info about this
feature:
How to Prepare to Upgrade Windows 95 or Windows 98 to Windows 2000
http://support.microsoft.com/default.aspx?scid=kb;en-us;250297
If you're trying to upgrade from an existing Windows Me system, you're asking
for trouble. Upgrading from the Windows Me may be a source of much unhappiness,
since there is a difference in the registry structures and a few other
incompatibilities.
Some users have done it with limited success and a few have claimed that it's
problem free, but they're in the minority.
See this article for more details:
Windows Me to Windows 2000 Upgrade Is Not Supported
http://support.microsoft.com/default.aspx?scid=kb;en-us;272627
The only way to ensure reasonable happiness with the installation would be to
perform a "clean install".
This article has more info regarding the installation techniques and steps:
HOW TO: Install Windows 2000 Professional
http://support.microsoft.com/default.aspx?scid=kb;en-us;304868
If you're upgrading from Windows Me, Windows XP Home or Pro would be the proper
path to choose.