Emulators HomeApple Macintosh Emulation Atari 8-bit Emulation Atari ST Emulation Gemulator Explorer Cross Platform Disk Access

Darek's Secrets   -   NO EXECUTE!   -   Mac OS 8 Installation Guide

AboutAnnouncementsXformer - Atari 8-bit emulationGemulator - Atari ST EmulationFREE DOWNLOADSEmulators Online Home PageSoftMac and Fusion PC - Apple Macintosh emulationDirty Little SecretsShow ScheduleOnline Store

Yes, you can easily upgrade Windows XP to Windows 7
by Darek Mihocka, President and Founder, Emulators.com
Posted December 1 2009
Updated December 1 2009

Full disclosure: I like Windows 7 very much and have been buying up Microsoft stock. Your purchase of Windows 7 will hopefully drive up the value of that stock. But that's not what this posting is about. I am not going to go into the detailed features of Windows 7 or list 15 great reasons to upgrade to it - plenty of web sites and print magazines have already told you to do that. What I will show you is how to do the one thing they all tell you cannot be done: upgrading from Windows XP to Windows 7 without losing any of your documents of applications and without re-installing Windows or your applications from scratch.

In October, Microsoft finally launched Windows 7, the best Windows release since the launch of Windows XP exactly 8 years earlier. It was back then, having beta tested XP for several months and using the XP beta as the demo platform at Macworld Expo New York 2001, that I felt compelled to write this XP tutorial urging people to upgrade from DOS-based Windows releases (Win95/98/Me) to the NT-based Windows XP. Windows 7 finally is worthy of such similar praise.

This past January, while I was down at Macworld Expo 2009 being disappointed by Apple (read Macworld Expo R.I.P.), Microsoft surprised the world with a downloadable Windows 7 beta. This was profound for a couple of reasons - first, that Microsoft would actually post a totally free Windows beta release to the public, and second, the beta that was immediately far superiour to Windows Vista. Microsoft followed up the beta with a free Windows 7 release candidate this summer, which does not expire until well into next year. While Windows 7 did not officially release until October 22 of this year, anybody in the world suffering through Windows Vista has had the opportunity, and should have, upgraded to the Windows 7 release candidate months earlier.

Since January I have literally installed the Windows 7 beta (and then the release candidate) onto dozens of my PCs and Macs - Atom mini-ITX boards, my Atom Acer Aspire netbook, my Shuttle X27, old Pentium 4 machines that crawled under Windows Vista, old Dell Pentium M laptops, my Macbook, my Mac Pro, my iMac, even a few AMD machines. Windows 7 has lower hardware requirements than Windows Vista, and runs beautifully on every machine I have installed it to. As I showed back in January, even machines with only 8 gigabyte hard disks were able to install the Windows 7 beta, something that was impossible to do with Windows Vista without some serious hacking and re-burning of the Windows Vista setup DVD.

The legacy device support in Windows 7 is near flawless. For as long as you have Internet connectivity, Windows 7 automatically downloads the correct drives for most devices. No more digging around looking for various device drivers CDs. In all, Windows 7 has barely double the disk footprint and double the memory footprint of Windows XP SP3 (what most of you XP users are using out there today), far better than Vista. And in terms of actual system call overhead, that too I have found to be barely higher than in XP. Bottom line, Windows 7 does run well on older hardware.

So why hasn't everybody already upgraded from XP to Windows 7?


Ah, the XP upgrade issue. If you believe the talking heads, Windows 7 only upgrades from Windows Vista Service Pack 1 (or Vista SP2). By that I mean an "in-place" upgrade, or one where your existing applications and documents are all preserved. And that would be fine if anybody actually used Vista. But most Windows users (I've read figures as high as 80%) today in 2009 are still running good old Windows XP from the year 2001. And therefore since Windows XP does not officially upgrade to Windows 7, it should require a clean install, right? Microsoft says so - there is even a sheet of paper in the Windows 7 retail box that states that you need to back up all your files, wipe your hard disk clean, install a fresh copy of Windows 7, and then go through the laborious torture of re-installing all of your Windows applications. That is Microsoft's own advice! PAIN!

Apple of course loves to run TV ads that make fun of there being no in-place upgrade path from XP to Windows 7. Every magazine and web site that I've seen talk about Windows 7 mentions this painful upgrade from XP to Windows 7. Walt Mossberg, the horribly biased Apple-loving Microsoft-hating tech columnist for the Wall Street Journal harps on this fact all the time. So if Walt says it, it has to be true, right?

There is another upgrade glitch, in that Windows Vista did not come in a "Professional Edition" as Windows XP and Windows 7 both do. Vista offers an "Ultimate" version, but you cannot in-place upgrade from Vista Ultimate to Windows 7 Professional, since "Professional" is considered a "lower" product than "Ultimate". You instead need to do a clean install of Windows 7 Professional or buy the more expensive Windows 7 Ultimate Edition. It would seem that a very common upgrade path - upgrading from Windows XP Professional to Windows 7 Professional, is out of the question.

To this I say: Nonsense! Not only is it possible to upgrade Windows XP to Windows 7 in-place, it is possible to upgrade Windows XP Professional to Windows 7 Professional without any hacking or re-burning of your Windows 7 setup DVD, registry edits, or any kind of ugly tweaking that requires an engineering degree to accomplish. I will show you how to seamlessly upgrade Windows XP Professional to Windows 7 Professional in about 3 hours using a direct upgrade path that is sitting there in plain sight, which for some reason, most media and marketing types choose to ignore.


Since the release of Windows NT, it has been a poorly kept secret that the variations between different flavours (or "SKU"s) of a particular Windows generation are mostly marketing and licensing issues. People have for years resorted to simple registry editing tricks to morph a Windows NT "Workstation" release to a "Server" release. Even in Windows Vista, it is a trivial hack to morph Vista Ultimate Edition into Vista Enterprise Edition for example. Up until Windows Vista the various distribution CDs and DVDs were slightly different. XP Home Edition and XP Professional Edition did contain different sets of files, although as people noticed, most of the actual executable code (such as the NT kernel image and most of the system DLLs) was common to both.

With Windows Vista, Microsoft switched to a unified setup process, where the distribution DVDs contain identical files. If you compare say, the 32-bit edition of Vista Home Basic with Vista Home Premium with Vista Ultimate Edition, you will find that they are identical save for a single text file which contains the flavour name, as in "Ultimate" or "HomePremium". This unification of setup DVDs is done in order to allow for the "Windows Anytime Upgrade", a feature of Vista where by simply giving Microsoft more cash you can upgrade an existing install of Windows Vista into a higher flavour. In other words, even if you buy Vista Home Basic Edition, your setup DVD contains all of the files needed for also installing Ultimate Edition. The difference between two such packages is the 25-digit activation code which identifies to the setup program which SKU you actually purchased.

The same unified setup DVD concept is used for Windows 7. Analyzing retail Windows 7 Home Premium, Windows 7 Professional, and Windows 7 Ultimate Edition retail DVDs which I have purchased, the files on the DVDs are identical except for that one text file.

And that as I will show you is the key to upgrading from Windows XP Professional to Windows 7 Professional. We will first upgrade Windows XP to Windows Vista, then upgrade Windows Vista to Windows 7, working around the SKU issues by selecting particular editions amenable to in-place upgrades. We need to avoid an upgrade path that "overshoots" the intended Windows 7 edition desired. The most common upgrade path for consumers from Windows XP Pro is to Windows Vista Ultimate Edition, which unfortunately closes the door on the upgrading to Windows 7 Professional. Is there another path?


If you think back to Windows XP, there is Home Edition, Media Center, and Professional Edition. With Vista, there is Home Basic, Home Premium, Business, and Ultimate Edition. With Windows 7, there is Home Basic, Home Premium, Professional, and Ultimate Edition. Geez, so many seemingly different Windows editions!

Let me quickly enumerate a list of major differentiating features that each of the Windows XP, Vista, and Windows 7 editions has:

EditionFast User Switching supportMedia Center / TV Tuner supportDomain Join supportRemote Desktop supportBitLocker Disk Encryption support
Windows XP Homeyesnononono
Windows XP Media Centeryesyesnonono
Windows XP Professionalnot if on domainnoyesyesno
Windows Vista Home Basicyesnononono
Windows Vista Home Premiumyesyesnonono
Windows Vista Businessyesnoyesyesno
Windows Vista Ultimateyesyesyesyesyes
Windows 7 Home Basicyesnononono
Windows 7 Home Premiumyesyesnonono
Windows 7 Professionalyesyesyesyesno
Windows 7 Ultimateyesyesyesyesyes

Sorting by increasing functionality and color banding similar functionality gives this list...

EditionFast User Switching supportMedia Center / TV Tuner supportDomain Join supportRemote Desktop supportBitLocker Disk Encryption support
Windows XP Homeyesnononono
Windows Vista Home Basicyesnononono
Windows 7 Home Basicyesnononono
Windows XP Media Centeryesyesnonono
Windows Vista Home Premiumyesyesnonono
Windows 7 Home Premiumyesyesnonono
Windows XP Professionalnot if on domainnoyesyesno
Windows Vista Businessyesnoyesyesno
Windows 7 Professionalyesyesyesyesno
Windows Vista Ultimateyesyesyesyesyes
Windows 7 Ultimateyesyesyesyesyes

The in-place upgrade paths become quite obvious! Windows Vista Business Edition is really the missing Windows Vista Professional Edition!

(click thumbnail to enlarge)

As you can see, on Microsoft's own web site, they clearly state that Windows XP Profession does in fact permit for an in-place upgrade to Windows Vista Business Edition, and that Windows Vista Business Edition can upgrade to Windows 7 Professional Edition.


From both my colour-coded table above and Microsoft's own web site, I have identified for you three sets of in-place upgrade paths:

And of course, if you require the BitLocker whole-disk encryption functionality, simply upgrade to Ultimate Edition from any previous version of XP.

Time to roll up our sleeves and perform an upgrade! I have performed this upgrade from XP to Windows 7 multiple times on my legacy machines now, and last week did so again on a friend's five year old Dell Inspiron 9300 Pentium M notebook computer. I took screen shots along the way and will now demonstrate the common real world scenario of upgrading a legacy Dell notebook computer from Windows XP Professional Edition to Windows 7 Professional Edition.

Prerequisites - starting with your Windows XP desktop computer or notebook and make sure that you are fully patched up in Windows Update to at least Windows XP SP2 (Service Pack 2). The starting point of the Dell Inspiron as you can see in the screen shot below was XP Service Pack 3. You will also need any Windows Vista setup DVD whether Home Basic, Home Premium, Business, or Ultimate Edition, clean install disc or upgrade disc. I will give you some ways of getting Vista toward the end of this posting.

Step #1 - Insert a Windows Vista setup DVD and start the upgrade procedure. Along the way you will be prompted to enter your activation code. In Windows XP, this step was mandatory and setup could not proceed unless a valid code was typed in. In Vista, this step is optional thanks to a 30-day grace period, so DO NOT type in the 25-digit activation code. When prompted to type it, simply click the "No" button. You will then be presented with this screen, which asks you to specify which SKU of Windows Vista you wish to upgrade to:

If you are going the XP Pro to Windows 7 Pro upgrade path, select the Business Edition as shown. Then continue with the upgrade, and about an hour later your machine will be upgraded to Windows Vista.

Step #2 - Now apply the Windows Vista Service Pack 1 upgrade. This comes in the form of a downloadable executable file available from Microsoft's web site http://download.microsoft.com/ as an upgrade executable about 434 megabytes in size. Search for "Windows Vista Service Pack 1". Download it, apply the service pack, and verify in your computer properties that Service Pack 1 is displayed as shown here:

You may also download and apply the Vista Service Pack 2 update, but this is not necessary to upgrade to Windows 7.

Step #3 - Insert your Windows 7 Professional Edition setup DVD and upgrade to Windows 7 as usual using the directions provided by Microsoft. After a few reboots you will have Windows 7:

Presto! Total elapsed time will be about 3 hours give or take. I performed this upgrade over two nights, leaving the machine to upgrade to Vista on a Sunday night and then applying the SP1 upgrade and upgrading to Windows 7 on the Monday. Once Windows 7 is installed, you will need to upgrade common applications to Windows 7 compatible versions, such as Adobe Acrobat Reader 9.2, iTunes 9.0.2, VirtualBox 3.0.12, etc. But regardless this is a much easier and painless upgrade path than doing a clean install (or "custom setup" as Microsoft calls it).


Before you all write me nasty emails about how you now need to also go out and buy expensive hundreds of dollar Windows Vista upgrades, take a deep breath and relax. As I pointed out above, all Windows Vista setup DVDs contain the files for all editions. Since you are upgrading to Vista really just as a means to then immediately upgrade to Windows 7, get your hands on the cheapest Windows Vista Home Basic Upgrade package, which I see today selling on Amazon.com for all of 47 dollars. Is 47 dollars worth it to you to avoid having to do a clean install of Windows? Remember, because you are not actually activating Windows Vista or even keeping it installed, you can use the same Vista disc to upgrade multiple computers. Now is that worth 47 dollars to you to avoid multiple clean installs? I think it is. On eBay, I am seeing Windows Vista selling for under 20 dollars these days.

But I will make it even an easier no-brainer for you, I will give you Windows Vista. Just as I have been giving away hundreds of old copies of Mac OS in the past, a few months ago I was at the Microsoft company store in Redmond and noticed that they were already liquidating Windows Vista for 5 dollars a package. Literally brand new never before opened boxes of Windows Vista Home Basic and Home Premium Editions sitting in the 5 dollar liquidation bin along with old Xbox game titles.

I bought up one of these bins of Windows Vista packages, and am giving away 20 Windows Vista packages to you my readers. Be one of the first 20 people to send me a self-addressed stamped padded disk mailer (not the jewel case size, but the larger size suitable for shipping something the size of a DVD box set, which is the size of a Windows Vista package), and your upgrade to Windows Vista is practically free except for the cost of postage.

Or alternatively, as I did with the Mac OS 8 discs in the past, skip the self-addressed mailer and just send me a prepaid Starbucks gift card of at least 15 dollars to cover the cost of a few of my favourite Egg Nog Lattes and I will spring for the cost of postage and the mailer in addition to the Windows Vista. I said at least 15 dollars. To sweeten the coffee pot so to speak, to the person who sends me the highest valued Starbucks gift card before Christmas (Friday Dec 25 2009) I will also send a brand new unopened package of Windows 7 Professional. To the second highest gift card sender I will send a new package of Windows 7 Home Premium. In other words, upgrade from XP to Windows 7 for the cost of a few cups of coffee. See, it is worth it to fully read my tutorials! Just please make sure that your return address is legible and that you send your gift card to me in the next 24 days.

I will update this page to say when I am out of Windows Vista packages, but for now, send your self-addressed mailers and/or Starbucks gift cards to me at the usual Emulators address, and be sure to specify your request for the Windows Vista upgrade DVD so that I do not send you a package of Mac OS 8 instead!

Darek Mihocka c/o Emulators
14150 N.E. 20th Street, Suite 302
Bellevue, WA 98007-3700

Happy upgrading!

Update January 2010: Congratulations to R. Deatsch and C. Doriam who were the first two people to respond to the above offer and have been shipped free packages of Windows 7 in addition to their Windows Vista upgrades.

AboutAnnouncementsXformer - Atari 8-bit emulationGemulator - Atari ST EmulationFREE DOWNLOADSEmulators Online Home PageSoftMac and Fusion PC - Apple Macintosh emulationDirty Little SecretsShow Schedule

Emulators Inc. Logo (return to main page)Copyright 1996-2015 Emulators, 14150 NE 20th Street, Suite 302, Bellevue, WA 98007, U.S.A.
Questions and comments can be sent to
is usually responded to within 2 to 3 business days.

Apple, Mac OS, Macbook, and Macintosh are registered trademarks of Apple Computer, Inc. Atari is a registered trademark of Atari U.S. Corporation. Athlon, Athlon XP, Opteron, and Phenom are registered trademarks of AMD. Microsoft, Windows, Windows NT, Windows XP, Windows Vista, Windows 7, Windows 8, Windows 10, Visual Studio, .NET, and/or other Microsoft products referenced herein are either trademarks or registered trademarks of Microsoft. Intel, Pentium, Core 2, Core i7, and Atom are registered trademarks of Intel. PowerPC is a trademark of IBM. Additional company and product names may be trademarks or registered trademarks of the individual companies and are respectfully acknowledged.