Up-grading an old G5 to Leopard - help!

A friend has been given an old G-5 Tower which he has thus far rehabilitated with  “transplants” of new internal organs (HD, RAM, etc.). It boots quite nicely with its older version OS X, (which I do not recall precisely, possibly Panther).
However, he wishes to install Leopard from a retail disk he successfully used years ago. It carries “Upgrade” on its label.  All that it produces on the display in the present instance is a uniformly gray background with a merrily (and interminably) spinning beachball. Any idea why its installation does not proceed w/o incident in this instance? Might "Upgrade" be the problem?
Would any of you out there have an idea that could help two octogenarians out of their puzzlement?

Mark Jalbert wrote:
"Upgrade" discs are machine specific. There is code written into the installer that will only upgrade certain machines. Full retail install discs do not have this code.
Not so.  There were retail upgrade discs for Leopard at a discounted price that would (will) install OS X 10.5 on any machine provided that machine was already running Tiger (10.4).  I have one of these disks at home.  The label is basically the same label as the full install retail version, other then the printing on the label.

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