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upgrading a non domain controller server

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Can you, and if you can, what is the best way to upgrade a 32bit Windows 2003 sp2 server to Windows server 2012?  It is not a domain controller.  It is my Zenworks server.  I want to upgrade ZCM and the new one requires a 64 bit os,  And I really don't feel like messing with backup and restoring the ZCM database and settings.  Just want to know if I can stick in the disk and just upgrade the os without too big of a deal.  (And if we can't go to 2012, can we go to 2008r2?)

Thanks!


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