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migrating from sbs 2008 to exchange 2010 2008 r2

We need to migrate from an SBS2008 box to 2008 r2 box running exchange 2010. We also plan on completely getting rid of the sbs box. I feel that I have two options for this. Either I could just build a 2008 r2 server running exchange 2010 and move all mailboxes to it. Then, create a new domain controller and transfer all FSMO roles from the sbs box to the new DC. Then gracefully decommission the sbs box.

The other option is to do an sbs Migration where I create a "tempdc" - take that tempdc offsite, seize all of the FSMO roles - manually remove the old SBS box, and then create my new 2008 r2/exchange 2010 server. Then Forklift the exchange database from the sbs box to my tempdc, clean it up and start moving mailboxes from the tempdc to the final dc. This option pretty much allows me to eliminate Sbs very quickly.

Based on these two options, I think I'd rather go with option one because the most important thing with this client is downtime and a forklift would probably add a good 4 hours  considering I'm dealing with a 200gb database.

Any thoughts on the best option?
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Simon Butler (Sembee)
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Thank you Simon. My concern is this - we have a lot of mailboxes and a lot of users that access Outlook Anywhere and use mobile devices. Are concern is, when we move a mailbox to the new server, is outlook smart enough to redirect to the new server? Also, I take it when a mailbox is moved, OWA/mobile devices will be broken until we repoint OWA traffic in our firewall to the new server?
As long as the ld and the new server is alive, then Outlook will redirect automatically.
ActiveSync and Outlook Anywhere will proxy to the old version of Exchange. OWA will want to redirect - you will need to have two unique host names, SSL certificates and IP addresses for coexistence. This is covered in the client access migration information on TechNet.

Simon.
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"migrate to single server which is running both as your DC and hosting Exchange you are creating an unsupported scenario"

That isn't correct. Microsoft support Exchange on a domain controller, but it isn't recommended and they strongly discourage it.

Windows 2008 R2 ENTERPRISE allows four VMs per box, standard is 1:! where the host must only be doing HyperV hosting. Windows 2012 would be a better choice as that does allow two VMs per physical box on standard edition, allowing the DC and Exchange function to be split out.

Simon.
True enough.  What I was thinking regarding licensing though is Server 2012 downgraded to 2008R2, which is only 2 VM's, not the four I mentioned -- but still sufficient for this to work.