1. Prepare the Windows Server Essentials 2012 R2 Start Server Manager from the Taskbar Open Tools and then Active Directory Users and Computers Right click the Domain Admin you use for this procedure. That should be the user account you normally use to administer the server. We need to make this admin member of two more security groups. Add Schema Admins and Enterprise Admins. This is needed because we are going to make changes to the Schema in your Active Directory. The Domain Admin is now a member of the Schema Admins and Enterprise Admins. Click OK and logoff and logon again with domain admin credentials. Start an elevated command prompt Click Yes. Pop in the DVD with Windows Server Essentials 2016 on it or mount the ISO you downloaded and change to the \support\adprep folder and type adprep /forestprep D:\support\adprep>adprep /forestprep Type ‘c’ and hit Enter. This will start the process It will show you a success message if all is fine Now run adprep /domainprep and hit enter. D:\support\adprep>adprep /domainprep 2. Run the in-place upgrade to Windows Server Essentials 2016 From the same elevated command prompt change to the root of that drive and type ‘setup’. The actual upgrade will now start. Choose ‘Download and install updates’. Enter your product key Accept the terms Choose ‘Keep personal files and apps’. DO NOT choose ‘nothing’ because that will delete your server. I am running the upgrade on my VMWare workstation version but you could get such a message also. Some devices need to have drivers updated before you can start the upgrade. If it is not something like Raid or network drivers you can click Confirm and continue Even Microsoft recommends that you do a migration, so I am in good company with the advice I gave you when I started writing on this issue but we are going forward with this. Hit Install. There we go And more waiting… Once the server is up and running the ‘Configure Windows Server Essentials’ wizard kicks in and because all is already configured just click Close and you are done.