An experiment that drove me up a wall for a couple days finally works!
Tried importing XpMode into VMware and upgrading to W8.
No matter what I did the network adapter never worked.
I believe I tried all the options and always got W8 with
a "null" network driver. (plus a SCSI item that is not there
when things work correctly)
The only thing that come out right was starting a W8 upgrade
in Microsoft VM XpMode. Now that got into a VM reboot loop.
BUT when I imported those (the reboot loop files) into VMware the W8
upgrade install continued and every thing WORKED, Finally!!
Got it up to 8.1 now.
Oh, don't bother downloading the 8.1.iso file, it wants 8.1 key.
Won't take the W8 key even in W8.
So had to redownload the free 8.1 from the store.
After all the time I spent testing and retrying.
Hope this save someone a load of time.
Oh, all in a ramdrive, Xp installed in about 2 minutes.
and W8 in maybe 15.
So I finally got to use my W8 upgrade disk,
everything activated, updated and going fine!