Upgrading to Win 2000 install problem

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Hi, I am upgrading to win 2000 from win 982nd E. I got to the finale steps and the computer froze up while transfering files from disk. Then an error poped up saying that win does not have enough virtual mem and windows is allocating more virtual memory. I click ok but the computer does nothing more. I tried the repair but that was no help. My system is a P3 800 mz. with 256 megs of ram.
Thanks,
Jim
 
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