Upgrading Server 2008 R2 Standard to Enterprise

I am currently running 4 VM's on a server that has 2008r2 Standard on it.  I have 64GB of memory on the machine but standard limits you to 32GB.  I was going to use the DISM tool with server 2008r2 which from what I have read should work for what I need.

My question comes down to am I able to run that tool on my server without moving my VM's off of the machine.  I do not have another machine right now to move them to.  I was wondering if I just shut down the VM's could I then run the tool and upgrade my host edition to enterprise?  Also if I am able to do that then should I go to Enterprise or to datacenter edition.  Which will be the best for my virtual environment?  I would like to add a 5th VM, but can only do this edition change once so want to get it correct the first time.
APWIP-AdminAsked:
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Andrew Hancock (VMware vExpert / EE MVE^2)VMware and Virtualization ConsultantCommented:
Are you using Hyper-V?

Upgrade to Datacentre, perform and inplace upgrade, shutdown VMs, just make sure you have a backup.
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APWIP-AdminAuthor Commented:
Yes I am using Hyper-V
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Glen KnightCommented:
Just perform an "anytime" upgrade as per: http://blogs.technet.com/b/server_core/archive/2009/10/14/upgrading-windows-server-2008-r2-without-media.aspx

There's a huge difference in cost from Enterprise to Datacenter if you don't have Volume Licensing.
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APWIP-AdminAuthor Commented:
Yes I read that blog already so thank you.  What are the benefits of going to datacenter instead of enterprise in order to justify the pricing.  Or do I even need to go to datacenter.
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Glen KnightCommented:
Datacenter allows unlimited virtual machines whereas Enterprise will only allow 4.
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Andrew Hancock (VMware vExpert / EE MVE^2)VMware and Virtualization ConsultantCommented:
Enterprise you'll get 1 physical and 4 Virtual licenses.
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Andrew Hancock (VMware vExpert / EE MVE^2)VMware and Virtualization ConsultantCommented:
64GB of RAM, provides many virtual machines!
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APWIP-AdminAuthor Commented:
Thank you.  I definitely will need datacenter so I can justify the pricing that way.  Excellent advise on all levels.  Much appreciated.
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APWIP-AdminAuthor Commented:
One more thing.  Does it matter what my VM's are or does that not matter since I am just changing the edition of the host?
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Andrew Hancock (VMware vExpert / EE MVE^2)VMware and Virtualization ConsultantCommented:
It does not matter. It's only the host license that's changing.
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APWIP-AdminAuthor Commented:
That is what I though.  Thanks again.
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Andrew Hancock (VMware vExpert / EE MVE^2)VMware and Virtualization ConsultantCommented:
No problems, Happy Hyper-V Year!
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