First (and very important) while you are still up and running, download and run the Microsoft Windows 7 upgrade advisor (just Google for that). You may not like what it says, but believe what it says! You may have incompatible hardware or software and it is best to know these things ahead of time. Now---you must have an existing OS in order to install an upgrade----right? There is a work around. Starting with Vista, there is a method of installing an "Upgrade" copy of Windows without having a previous OS installed (or even a OS disk handy for verification). To put it simply, you install Windows 7 over Windows 7! This method has been highly circulated over the Internet and Microsoft IS aware of it. In my opinion, if Microsoft didn't approve, they would issue a patch or a harsh statement condeming the process, but they have not done either. Step ONE: boot from the OS CD (do NOT install from within Windows). The install will start and progress until you see the screen for an "upgrade" install or a "new" install. You will choose a "new" install and let it continue until setup asks for the OS "KEY". Do NOT enter the key and do NOT allow the install to connect to the Internet. "JUST SAY NO"! The Install will complete. Next, and from within the OS, you will INSTALL WINDOWS 7!! That's correct, insert the OS CD and when the window appears select "install". This time, you will choose "Upgrade" and you will insert the OS "KEY" when asked and also allow setup to check for updates. When finished you have a fully functional Windows 7 OS. I realize that there are moral, ethical and even legal questions about this process, but when I was on a cruise recently, something onboard completely trashed my Windows OS and I was forced to reinstall from the only disk I had with me. It was a Windows 7 Professional upgrade disk. Without this method I would have been dead in the water (and on a cruise ship)! You obviously purchased Vista, but had a failed Windows 7 upgrade, so I don't see any problem in doing it this way. Be kind to yourself, though----run the Windows 7 upgrade advisor NOW, while you still can. Good luck and have fun!