Windows 2000 problem

I have a problem with Windows 2000. I am running Windows ME and I want to upgrade to Windows 2000. I have the upgrade disk required for the installation but every time I run the setup, install Windows 2000, and then reboot, my computer freezes at the Windows 2000 start up screen. There is no hard drive activity and the same result occurs every time. I am beginning to think there might be a problem when I convert from a FAT32 to NTFS, but I am not certain. Any help would be greatly appreciated. Thank you.