upgrade to yosmite

Click here and check your applications for compatibility. If you're using a version of iPhoto older than 9.6.1, click here as well; regardless of the version installed, it'll be removed from the Dock(but remain in the Applications folder) and be replaced by Photos.

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What should be my main concern ?

Are you planning to migrate your iPhoto Library to the new Photos.app?

Upgrade to iPhoto 9.6.1 as Niel recommended, so you have a MacOS X 10.10.3 compatible version of iPhoto.

The upgrade to Yosemite will remove the iPhoto icon from the Dock and replace it by the Photos icon. As soon as you click the Photos icon, your last opened iPhoto Library will be migrated to Photos and a Photos library created. Don't click the tempting Photos icon, before your iPhoto library is ready for migration. You can simply drag iPhoto from the Applications folder back to the Dock and work with iPhoto until your iPhoto Library is ready for migration. To explore Photos while working with iPhoto, hold down the alt/options key while launching Photos. This will let you select the library to be migrated or create a new library for testing.

• Compare the features of iPhoto and Photos, to decide if you want to migrate to Photos, see this check list: Photos vs iPhoto: Features and Capabilities
• Then prepare your iPhoto Library: The migration of the iPhoto library to Photos will be smoother, if you take a few precautions, see this user tip: Notes on Migrating an iPhoto Library from iPhoto to Photos for Mac

1. First of all, as always, when upgrading the system, make a full backup, so you can revert to the previous state. Make a Time Machine backup or a bootable clone.
2. Ensure that your iPhoto Library has no issues before the migration. Repair the permissions, and repair the database. http://ilifehelp.com/tutorials/iPhoto/rebuild/How.to.rebuild.repair.iPhoto.html
3. If your iPhoto Library is not in your Pictures folder, but on an external drive, check the drive for compatibility. Photos may have problems accessing the drive, if it is on a network volume and not locally mounted. If you are planning to use the library with iCloud Photo Library, the drive must be formatted MacOS Extended (Journaled). Move your iPhoto Library to a correctly formatted locally mounted volume, if necessary.
4. The new Photos.app neither supports geotagging nor batch changing. If you have photos in your iPhoto Library,that do not yet have GPS locations assigned, add the locations while your library is still in iPhoto. Also, if you need to batch change titles or captions, do it in iPhoto, while you can.
5. Photos does not have events, but structures the library by Moments and Collections, which are created automatically, based on the locations and capture dates. It is important to check the dates and locations for consistency, before you migrate. Later it might be difficult to correct them.
6. Since Photos does not have events, smart albums based on events will not be transferred to Photos.
   How Photos displays Smart Albums from iPhoto or Aperture - Apple Support
7. See here, what will migrate and what not:
   How Photos handles content and metadata from iPhoto and Aperture - Apple Support
8. Your new Photos library will be created in the same folder as your original iPhoto Library. Make sure, you have free storage in that location. Photos will not duplicate your original image files from the iPhoto Library, but link to these files to save space: Photos saves disk space by sharing images with your iPhoto or Aperture libraries - Apple Support
   Don't delete your old iPhoto Library in a hurry. It does not need much space, and you may need to revert to it, if the migration will not succeed.
9. Photos will migrate the last iPhoto Library you opened before the migration automatically. So switch to the iPhoto library you want to migrate, before you open Photos for the first time.
10. Photos does support referenced files, and better than iPhoto, but photos with referenced originals cannot be used with iCloud Photo Library.
11. Photos does not support the merging of libraries. If you want to merge several libraries into one, do that before you migrate your libraries, for example with Aperture 3 (Aperture 3.3: How to use Aperture to merge iPhoto libraries), if you have it, or the paid version of iPhoto Library Manager
    http://www.fatcatsoftware.com/iplm/Help/merging%20libraries.html

Good luck for your migration to from iPhoto to Photos.

You will be fine - and if sone rare issue occurs you have a full current backup - however continuing to use iPhoto will not be an option as your iphoto is about 7 years out of date

LN

What are the consequences of still upgrading to yosmite going from IP 8.1.2 to the new Photo in yosmite? To tell you the truth I am scared as heck to up grade, but I know i need too to stay current and upto date.

Have a look at the list of differences between Photos and iPhoto: Just compare the functionality - see Old Toad's User Tip:

Photos vs iPhoto: Features and Capabilities

Photos can upgrade iPhoto 8.1.2 libraries. I tested today with a few older iPhoto Libraries and it worked very well. Just try to get your library as consistent as possible with keywords, titles, captions. The tagging for large batches of photos is easier in iPhoto.

It is a pity you missed the opportunity to update to iPhoto '11, while you could still buy it from the AppStore. The boxed iPhoto '11 versions from Amoazon can no longer be updated to iPhoto 9.6.1, that you would need for compatibility with Yosemite.

Looks like they leaned this about four years too late

I know i need too to stay current and upto date.

LN