Upgrading Windows Me to W2K

I tried to upgrade Windows Me to W2K but it removed all upgrade files (DLLS), and disabled the upgrade feature, prompting that I should do a clean install instead of which I do not want, beecause I will loose all my application programs. I tried copying back the upgrade files and re-installing Me plus running critical updates but nothing seems to work. My question is how do I handle this upgrade without doing a clean install. I desperately need to use W2K.