The following issues are preventing Windows from upgrading. Cancel the upgrade, complete each task, and then restart the upgrade to continue. You can’t upgrade 64-bit Windows to a 32-bit version of Windows. To upgrade, obtain a 64-bit version of the installation disc, or go online to see how to install Windows 7 and keep your files and settings. 32-bit Windows cannot be upgraded to a 64-bit version of Windows. To upgrade, obtain a 32-bit version of the Windows installation disc. Windows needs to be restarted so necessary changes to system files can be made before continuing. I have vista 64 bit, and a 64 bit system, and tried to upgrade with the 64bit install, this is what it tells me.