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Best way to refresh and upgrade an existing server

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Fellow Spiceheads:

I have a somewhat unique situation that Im not sure how to approach.  Long story short I have server in my office (DL180 g6) thats not that old thats running server 03.  Its running as a DC, File server, dns dhcp,print.  Basically id like to upgrade the server ram wise and install vmware on it. At that point i would setup a new server 08 r2 domain controller on it as a vm.  Whats the best way of going about this with the least downtime?  My first thoughts were to buy a new server and migrate stuff over slowly however I feel like there is still a decent amount of life left with this server. Im sure that someone here has faced a similar issue at one point.  Before anyone asks I do have backups for this server as im using unitrends to back it up.

Thanks

zack


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