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Unable to start after Windows 7 Pro upgrade, am I crazy?

Update:10-11Source: network consolidation
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I'm now on my fourth try and I'm about to lose my patience.
I purchased a T400 6475-B14 with Vista, 32 bit.  I purchased a copy of Windows 7 Professional upgrade.  I am installing the 64 bit disc.  Currently the machine has 2GB of ram, but I ordered 4GB (2X2GB) of RAM from Lenovo and it should be here in a few days.  Additionally, since the machine is still under warranty Lenovo is sending me the restore discs (I think that's what they are called) and they should be here in a few days as well.
On my three previous attempts I upgrade the OS and everything seems to be fine.  However when I go to the Lenovo site it can't detect my system.  That seems a bit odd, but I can deal with it.  I put in all of the machine info and download the Toolbox.  Once I did that tells me to download the System Updater, but for some reason it forwards me to the link for Vista/XP.  I then manually find the System Updater, Win 7 64 bit, download and install it and it finds and installs the PowerManager, Connections, Recovery and Repair, etc.
I don't seem to have any problems until I shut down the machine.  When I go to restart, the machine hangs at the 4 color Microsoft logo.  After a few minutes (5-10) it gives me the option to try and restore to a previous point and fix the machine.  However each time it tells me that the system is unable to repair itself.  I then reboot and hit the F11 button at the THINKPAD screen and restore to a previous version. 
Last night, after the two previous restorations failed to give me a stable machine I completely reinstalled the OS.  Everything seemed to be working fine again.  However this time I rebooted after each update, to see where the problem might be.
I had downloaded all of the System updater info except for the R & R and C++.  I installed C++, but it didn't require a restart.  I think installed the R & R, installed it and then machine rebooted.
Then the same thing happened again!!!!!!!!
I went into the diagnostics and it came the the following:
Root Cause Found:
A recent driver installation or upgrade may be preventing the system from starting.
Repair Action: System Restore
Result: Failed.  Error code = 0x1f
Repair action: System filed integrity check and repair
Result: Failed.  Error code = 0x490
Time taken = 945178ms
I'm going to re-install Windows 7 again, but this is starting to really drive me crazy (granted it's a short road, but still!).
Can anyone help me understand what I'm doing wrong?  I'm not trying to do anything crazy and I'm following the instructions to the letter but I still can't seem to get my system to work!!!!!! 
Any/all help would be greatly appreciated.
Cheers,
GBA
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Hi,
You are doing (trying to do) exactly what I did when I punted Vista (good riddance!) and updated to Win 7 Pro 64 on my T400.  I don't see anything obvious that you are doing wrong.  Here's what I did:
Installed Win 7 upgrade as a clean install. Then ran Windows update.  Then installed ThinkVantage System Update for Win 7, and let it do its thing,  No problems.
Is that the updater you installed?
Z.
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