Upgrading To Ultimate X64: Blue Screen 0x0000000A

When upgrading from XP Home SP2 and XP Pro 64 Bit either way I cant get it installed, not even from Vista Ultimate 32 bit. Tried first from 32 bit XP Home SP2 and figured the exe to run the setup from within windows was 64 Bit, so I tried upgrading from xp pro 64 bit and while the install does initiate it greys out the option to Upgrade and tells me I need to do a clean install.

I try that using the same upgrade disk, since it appears to give me that option, and after the initial setup steps when it goes to load the installation files it gave me a stop error 0x0000007b. I chose the "load driver" option and loaded the sata controller driver during setup and that took me past that error.

It goes on to go through the rest of the install then I get another blue screen 0x0000000A. I followed all the steps I could think of in Microsoft KB article 935806 with the exception of updating the BIOS and still no luck, since I really want to use that as a absolute last resort. Any Ideas outside of a BIOS update? That might fix it but I just want to make sure there isnt another known issue that anyone is aware of before updating it.