In case anyone else comes across this... the exact first error was Setup can't continue. Your computer will now restart, and your previous version of windows will be restored. I disabled all of the network cards and it finally worked. 
Hi, I am trying to upgrade a R320 with 2008R2SP1 64 to 2012. It is running sharepoint 2013. It seems to work, but then fails at the end and basically says the uprade was unsuccessful and it needs to be rebooted and it will go back ot the old os. It gives error message. This veersion of windows could not be installed. Your previous version of windows has been restored, and you can continue to use it. Before trying to install this version of windows again. Check online to see if it is compatible with your system. So, I can see on Dell that the r320 is. I have upgraded BIOS, firmware drivers etc. Everything is up to date. I'm stuck. Any ideas would be appreciated. Thanks.    
R320 2008r2 -> 2012 upgrade fails