See this article. Go to the section "Quit any programs that are running".
I suspect that something that is running in the background on your 98
installation is causing the problem with the Upgrade Advisor.

How to prepare to upgrade Windows 98 or Windows Millennium Edition to
Windows XP
http://support.microsoft.com/?kbid=316639

PattyL

"Wayne Roop" wrote in message
...
I wrote this hoping to send it to Microsoft but couldn't figure out
where or how to do so.If I come off a bit rough it's directed at
Microsoft.
I do hope someone can give me some help.
I have a question or two using the 98SE-to-XP upgrade advisor. I do
not
believe it's very helpful. I decided to try XP. Instead of directly
upgrading my 98SE I did a clean install on a different hard drive. The
hard
drive is a new Western Digital WD400. All went as it should. XP installed
and ran fine. I then erased the hard drive and used the software provided
by
W.D to copy my existing 98SE to the WD400. Again all went fine and 98SE
worked as it had been working: just fine. I then ran the compatibility
check
from the CD. It hung at Setting Up the Database,running 3-4 minutes. It
had
updated as needed. I tried that four times with the same result. I let it
sit over 30 minutes. I downloaded the upgrade Advisor, ran it, same
result.
WHY??
All the hardware has worked with XP. I don't see where that could be a
problem. How am I being helped to see were the problem is? I may not have
the latest video or NIC drivers, but so what? They work just fine for 98SE
and will have to changed for XP no matter what. What good is an Upgrade
advisor/Compatibility Checker that won't tell me what's not compatible?
What
database is it trying to set up that it can't? I am very disgusted with
this. I have too much installed to actually do a clean install then
reinstall everything. I should not have to do that.
PLEASE, help me out! What do I do next? Where do I look? I have to believe
I'm not the first person to have this happen.

Regards,
Wayne R.