Mine doesn't, When I called Corel with the issue, they gave me a new Bryce 5 Serial number that did not ask for the Previous serial number. She told me this was a generic does all serial number and implied that it was the same one they give to everyone who calls! hehe I bought the Meta Bryce 4 when it first was released, so that is probably why. My Bryce 5 Upgrade serial is not even used. Shieshk!