Upgrading to SCOM 2012

Hello,

I am trying to do an in-place upgrade for my SCOM 2007 R2 CU7 RMS.  I have only this server and it is Windows Server 2008 R2 SP1 with SQL Server 2008 R2 SP2.  I have been trying to upgrage it and when I do, I keep getting the following 2 errors:

The SQL Server version of the Operational Database is not supported

                                      and

The Operational Database has not been upgraded to meet the minimum Cumulative Upgrade requirement

I installed CU4, CU5 and now CU7.  What else do I need?  The collation is set to SQL_Latin1_General_CP1_CI_AS.  Both the DB and the log file are set to increase up to 50% and unrestricted growth.  There is 100GB free on the HD.