Upgrade Domain from 2003 Directly to 2012 R2

I need to upgrade my 2 domain controllers from 2003 to 2012R2 functionality but I have an Exchange server 2010 server running on a  member server.

My current dedicated domain controllers are each on physical boxes but I plan to install 2 new virtualized servers running 2012 R2 and migrate roles to those virtuals. My Exchange 2010 is on a separate physical dedicated 2003 server. I'd like to not have to touch it immediately if I don't have to so I can do this work in phases.

What will I likely run into? What will be my step order for best chance of success with this? Below is what I plan, but let me know if I am missing anything or going astray:

1) Install 2012R2 on 2 virtual machines
2) join to the domain
3) add directory services and DHCP,DNS
4) authorize DHCP and turn DHCP off on old servers
5) reconfigure DHCP to point DNS to the 2 new IP addresses for DNS on the new servers
6) Verify replication
7) Migrate FSMO roles to new primary DC
8) Turn off old DC's and wait a month or so before removing from domain just in case

Thanks for any help you can provide.
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Joseph MoodyBlogger and wearer of all hats.Commented:
your steps look good to me. When you say turn off old DCs, make sure you actually demote them.

After you demote them, you may want to raise your forest/domain level to 2012R2. This will let you take advantage of all of the new cool AD features you've been missing (2008 DFS namespaces, AD recycle bin, etc). This would have no impact on exchange.
cgetutAuthor Commented:
I think the issue that scares me most is the Exchange server. I have read some instances where Exchange doesn't play nice. Will I run into any immediate issues with exchange?
Mohammed KhawajaManager - Infrastructure:  Information TechnologyCommented:
No issues with Exchange.  You should be able to demote after you have transferred FSMO rights off the 2K3 DCs.
Joseph MoodyBlogger and wearer of all hats.Commented:
Don't let it worry you - I just went through the same upgrade that you are planning (even with exchange 2010) - no issues. Keep a good backup and you worry less.

Here is some reading for you:
Seth SimmonsSr. Systems AdministratorCommented:
My Exchange 2010 is on a separate physical dedicated 2003 server.

i assume you mean 2008; 2003 does not support exchange 2010
you might need to reboot your exchange server; i have seen some cases where for some reason it doesn't work well with the new domain controllers but a reboot clears it.  generally it will work fine with 2012 R2 domain

for your list...

step 3, DNS will be added automatically when you install ADDS role
also, the first one you put in will automatically extend the schema

step 4, are you planning to migrate the dhcp scopes?

step 8, i would only leave them off a few days at the most; no need for a month
if there would be any issues you should see it fairly quickly

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