In-place upgrade of Windows Server 2012 RDS to R2 fails

Hi All
I have a Server 2012 Standard RDS virtual machine (vmware) on which I have tried doing an in-place upgrade to 2012 R2 but it constantly fails.
It sits at the "Collecting files, settings and applications" process for quite a while - always on 0% and then says: Installing Windows was Canceled "Setup can't continue. Restart the computer and restart Setup. When prompted, try getting
the latest updates."
I have tried combinations of all the settings during setup to look for updates, not look for updates, etc., rebooted several times, even disabled the RDS services and still the same result.
As a test, I tried doing an in-place upgrade on the base OS installation that was used to create this VM and it works perfectly. The only difference between the servers is that the live has RDS role installed.
Is there any Microsoft documentation on the 2012 RDS in-place upgrade process to R2?
Can anyone offer any suggestion as to why the in-place upgrade might be failing with the RDS role installed?
Thanks heaps

As I stated I have already tried an in-place upgrade on the base 2012 vm that I used to create the production RDP server and it worked.
It seems that the RDS role may be preventing the upgrade?
Ideally I want to go down the in-place upgrade on the production server as we have alot of users using this machine. I would rather not have to build an R2 RDS server from scratch.
if you really think the RDS is preventing the upgrade, how about stopping the RDS service then do an in place upgrade.
check how it goes.. :)
Every second counts..make use of it. Disclaimer: This posting is provided AS IS with no warranties or guarantees and confers no rights.

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http://support.microsoft.com/kb/315263
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+91 9974091230

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In-place upgrade of Windows Server 2012 RDS to R2 fails

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