SUCCESS! got a reply from a MS tech so I did this:
setup msconfig for a clean boot.
disabled antivirus.
shut down computer. Unplugged ALL USB cords, mobo USB device, Ethernet, external drives... ALL but the mouse, keyboard, and video card cables.
booted into windows 7 and clicked on the setup file on the USB drive that I previously setup with my options... Win 7 Pro, x64 architecture, English, upgrade all files and apps.
took less than an hour... on win 10 boot enabled the services from clean boot. Note that startup is not in msconfig in Win10... it's in Task Mgr, BUT the 10 or so apps that ran in Win7 were gone for Win 10!
Shut down and reconnected everything... only one monitor came up, but I checked the driver for the NVidia video card and updated it from Device Mgr. Fixed that. I used Stardock Fences and that cause the icons to be crazy, so there was an update for that on their website.
Still have a couple of things that ran from startup that may not run in Win10. I'd recommend writing down all startup apps in your old system for reference. The software for my WD backup won't run at startup but the app works.
My Win8.1 laptop upgraded without blinking so i was familiar with the new OS. I'm sure there will be some things I find that won't work right, but a couple of things I ran the compatibility check on runs fine.
after doing all this, it wasn't really so bad... prob less total time than TRYING to upgrade 6 times and failing.