>Is it passable to upgrade a win98 to a win2k without reinstalling all application?
>

Yes, within limits - some apps will have to be reinstalled, since the set of support files (typically DLLs and OCXs) may differ between Win9x and Win2K.

>The Win98 is install on Fat32. I like to install Win2K with NTFS. Is there a utility I can use to kip all applications install and change the FAT to NTFS?

The CONVERT command line program does this. It's in the Win2K Help; the basic format is:

CONVERT Drive Letter /fs:NTFS

If Win2K is unable to dismount the drive for the operation immediately, it will offer you the opportunity to do this after you next reboot the system. You'll need to adjust your shares following conversion, since NTFS offers finer granularity of access control.

The conversion is one way - if you hange your mind, it's not reversible without repartitioning/formatting the affected volume.

The conversion requires a significant amount of free disk space on the volume to succeed; it may refuse to convert if insufficient free disk space is available. PowerQuest's Partition Magic product can also do this, in many cases with less available free space.