Windows XP Installation Requirements

I have windows Me installed in one of my LAN machines — I have tried to upgrade to Windows XP home edition to test the new OS. However, I have made multiple attempts and after every try, the installation process stops at 64% completion — giving methe “DOS” based screen, which reads “Your System is dengerously low in resources” and list some of the running applications which include the XP installation windows. I have checked to make sure that I do not have extra processes running in the background. In addition, the windows Me machine complies with the system requirements (300 MHz Intel Pentium II processor, 192 MB RAM
4 GB free hard drive space and SVGA monitor) to install such operating system.

Please advise — I’m going out of my mind.

Thank you in advanced.

Rafael