After reading a lot of positive experiences in this forum regarding Windows 8, I purchased the Windows 8 Pro upgrade. As much as I love Windows 7, I'm not afraid of a little change. After going through the complete upgrade process, I received this message on the final re-boot. No information, no error codes, nothing. Just a simple 'FAIL'. I don't even know where to begin in troubleshooting with a message like this. D: The installer also required that I uninstall my Asmedia USB 3.0 drivers before I could begin. After reinstalling them when I got back to Windows 7, my USB 3.0 ports are still dead. Bah! So, yea, no real point to this thread other than vent a little. I'll give 7 a little more time before I try a clean installation of 8 in the future.