Don't do it. First, what do you hope to accomplish by upgrading? Newer apps or features? Well, I tried to upgrade from my MBP 10.6.8 and it created the hugest mess. I don't know how many people have done this successfully, but when I thought 'I'll upgrade" after I did, some of my most used 3rd party apps were grayed out with a little x over them. They were off the top of my head. Office for Mac and Adobe Illustrator. I contacted the people who make the Office app and asked about how to upgrade that, "sorry, you would have to buy a whole new software package, we don't have any updates" OK.. next "Adobe Illustrator" main reason I have this MBP - they also told me "you'll have to buy the newest version, there is no upgrade for what you have" So, I was a dummy and didn't look into what might fail or go wrong. I contacted apple and finally got a designated apple tech, we talked on the phone everyday for almost a month. We had to build a partition, rebuild my old configuration one thing at a time from my "thank goodness" Time Machine back-up. ( Please back up back up!! This was prior to clouds. They would not have spent so much free time helping me if they didn't feel that this was disclosed to anyone wanting to upgrade. Finally, I got it back to where I started from, and swore, I'll never try to upgrade the OS for any reason. Especially on a mac this old. It's a great workhorse, a Macbook Air is great for most things, but this is my design studio. Both I would get. This is just MHO.