- Did you run the Windows 8 upgrade assistant? It tells about the compatibility of your existing hardware and software with Windows 8. That's a very good start. I think it will tell you that you need more RAM (or probably another laptop).
- What exactly did you download from what site? And how exactly are you installing it?
- I've never seen a message when opening/using some files that I need to upgrade to Windows 8. What are those "some files" and what program tells you this?
- The d3d9.dll is related to DirectX (version 9). What version of Direct X is installed? And what are the results if you run all tests from dxdiag?
- Why don't you have XP SP3 installed?