i dont have the origial sim i upgrade

You need a sim to activate an iPhone. The sim does not have

to be associated with an active wireless account; but, if the iPhone

is locked to a wireless provider, the sim must be from that provider.

Borrow an appropriate sim from a friend/relative/co-worker for a

few moments to acitvate the iPhone. Once activated, you can return

the sim and use the iPhone as an iPod.

If this is not what you are asking, provide more detail including the

exact wording of any error message received so someone can offer

a solution.