well from a functional point of view, defiantly not a legal one, you can install using only the upgrade disc and key.
all thats needed to do is install it without a key as a custom install not an upgrade.
then once windows has loaded run the installer FROM WITHIN WINDOWS and reinstall it with your upgrade key.
windows will be happy, you will be happy, but steve ballmer will kill a kitten for it.
from a legal standpoint id only recommend doing this if you KNEW you had the legal right to install from say windows 2000 or some other windows os that you can upgrade to, but cant due to the technical nature.