That might mean HWiNFO is currently running. You need to close it before upgrading. Another reason might be that you don't have Administrative rights.
That did, it! TY very much. Closed MSI then closed HWINFO and ran the new version install and it went right through!Are you perhaps running MSI Afterburner with the HWiNFO plugin activated? That's known to re-spawn HWiNFO. So if yes, close MSI AB first, then HWiNFO.