Helping people with computers... one answer at a time.

Many computers are still running Windows XP. With Windows 8 now available, it may be an option. I'll look at what it takes, what you get, and most importantly, what you don't.

The short answer is a little bit of yes and a whole lotta no, at least in the way that most people expect upgrades to work.

Here's how I found out...

By mistake, I ordered copies of the Windows 8 upgrade edition. All that really means is that rather than being able to install Windows 8 to a clean or "bare metal" machine, there needs to be a prior version of Windows 7, Windows Vista, or Windows XP installed.

The option of Windows XP confused me because Windows 7 didn't really handle that scenario well; effectively, there was no upgrade from XP to Windows 7 and yet it appeared that that might have changed with Windows 8.

As it turns out, things may be a little more streamlined perhaps, but that's about it.

I'll walk you through my upgrade and point out the relevant points when upgrading from Windows XP.

Upgrade Install versus Upgrade Edition

It's important to clarify two different uses of the word "upgrade" here:

  • An upgrade install is the process of updating a previous installation of Windows to a newer version, preserving as much as possible in the process. This is opposed to a "clean" install, which is basically the process of installing a completely new version of the operating system without regard to, and in fact deleting, anything that happened to already be on the machine.

  • An upgrade edition is a copy of the operating system installation media or package which can be used only to perform upgrade installs. In other words, an upgrade edition requires that there be a prior version of Windows to be upgraded. This is opposed to a "full" edition, which allows you to do either a clean or upgrade installation. Upgrade versions are typically sold at a somewhat lower price than full editions.

So I had mistakenly purchased an upgrade edition which would only allow me to perform an upgrade installation.

I chose an installation of Windows XP to be upgraded to Windows 8.

Backup first

I can't stress this enough. Whenever you're about to upgrade something as major as the operating system on your computer, you must back up first.

My recommendation is that you perform a full image backup using a tool such as Macrium Reflect or similar. That way, if something goes wrong during the installation, you can always restore your machine from that backup to the state it was in prior to the attempt.

The problem here isn't that things go wrong often. The problem is that when things go wrong, they can go very wrong to the point that the installation on the hard disk - either old or new - may not be able to be recovered.

A backup, on the other hand, will let you recover from anything.

Starting the upgrade

When upgrading Windows XP to Windows 8, you begin by inserting the installation media (a DVD in my case) and running the setup.exe program if it doesn't start automatically.

Windows 8 Setup starting in Windows XP

As you can see, that's the Windows 8 setup program preparing to run, on top of Windows XP's familiar default desktop background and task bar.

Windows 8 Setup asking for product key

Next Windows 8 Setup asks for the product key.

In many ways, when you purchase software like Windows 8, it's really the product key that you're purchasing that legitimizes and activates your installation. Make sure to keep it in a safe place. You'll likely be able to re-download Windows 8 for free, but if you lose the product key, you'll need to purchase another should you ever need to reinstall.

Choosing what to keep?

After agreeing to the License Terms, Windows 8 Setup asks a very interesting question:

Windows 8 Setup asking what to keep

Wanting to understand this better, I clicked on "Help me decide" which told me this:

What are my options for what I want to keep?

What you can keep depends on the current version of Windows running on your PC. These options only show up if the current version of Widows supports them.

Here are the options you might see:

  • Windows settings. Windows settings like Ease of Access, your desktop background, or Internet favorites and history will be kept. Not all settings will be moved.

  • Personal files. Anything saved in the user folder is considered a personal file, like the Documents and Desktop folders.

  • Apps. For the apps that are compatible with Windows 8, some will just work while others will have to be reinstalled in Windows 8. For the apps that need to be reinstalled, find the installation media and installers.

  • Nothing. Delete everything and replace your current version with a copy of Widows 8. Your personal files will be moved to a windows.old folder.

If you choose Nothing, make sure to do the following before you continue:

  • Back up your files to an external hard drive, DVD or CD, USB flash drive, or network folder.

  • Find the installation media and installers for the apps that will work and need to be reinstalled in Windows 8.

  • If you use a fingerprint reader or another biometric device to sign in to your PC, make sure you write down your password. You'll have to type your user name and password the first time you sign in to Windows 8.

Note: If the only option you see is Nothing, you can get more info online at:

The bottom line is simply this:

Windows 8 setup will offer to move or preserve what it can for you.

If you're "upgrading" from Windows XP, the only thing it appears to be able to preserve for you are your personal files. Everything else will be setup from scratch.

So it's not really much of an upgrade as it is a clean install that preserves some of your data files.

Completing the installation

Click Next and Windows 8 Setup confirms what it's about to do:

Windows 8 Setup Summary

Next, it gives you a warning, at least, that this could take a while:

Windows 8 Setup Installing

After that "while", your machine will reboot and be running Windows 8. But you're not quite done.

Initial personalization of Windows 8

You've probably noticed that so far the Windows 8 setup screens have all been a lovely shade of ... purple. Fortunately, the very first thing you get to personalize is the default color or color scheme:

Windows 8 Setup Color Choice

Next, you're given the option to skip the rest of the options and let Windows 8 use its defaults:

Windows 8 Setup Default Options

Detailing all those options is a job for another day, but be aware that while many of the defaults are in fact appropriate; they're all Microsoft, right down to Bing for your search engine.

Finally, you login with your old Windows XP username and password (this was technically an "upgrade" after all, and that's one thing that was indeed preserved), and you're running Windows 8.

Windows 8

Article C6019 - November 11, 2012 « »

Leo Leo A. Notenboom has been playing with computers since he was required to take a programming class in 1976. An 18 year career as a programmer at Microsoft soon followed. After "retiring" in 2001, Leo started Ask Leo! in 2003 as a place for answers to common computer and technical questions. More about Leo.

Not what you needed?

Dave Grainger
November 13, 2012 9:09 AM

Windows 8: same old moldy fruitcake; more GUI frosting. No wonder the business world stuck with XP!

November 13, 2012 10:08 AM

So was the answer yes or no? I'm looks like you were able to, but in your opening note, you said a whole lotta no...

People expect an "upgrade" to preserve their installed applications and settings. That is NOT the case for Windows XP to Windows 8, so that's the "whole lotta no". It's yes, in that as you saw, you can upgrade and you'll get a machine running Windows 8. It's just not preserving what people often expect to be preserved.

Paul Shivers
November 13, 2012 10:34 AM

Thanks for the Tips Leo! I am attempting an upgrade from Windows 7 Pro to Windows 8 Pro (64-bit) on a 3 month old machine. The full upgrade does not work, Windows simply states it can not perform the upgrade and returns my machine to it's Pre-Upgrade state (At least that works!).

I will now attempt the "Keep personal files only" option and see if the "upgrade" is successful...

If that does not work, I will go for the "Keep Nothing" option and restore as needed from my backups...

Now that I'm an "IT" retiree I've got nothing but time to play with this stuff instead of "working" on it with a deadline!! Computers are "FUN" once again!!!

It use to be you could fool the upgrade into thinking there was a previous Windows install by simply copying the "WINNT.DLR(sp???) file to the freshly formatted target hard-drive. I don't know if that still works or not... Sure did help when we needed to do mass NT upgrades using unattended install scripts.

I don't think I have ever seen a "True Windows Upgrade" ever work without severe operational problems afterwards, I guess some things never change...

Bobby Abrams
November 13, 2012 11:27 AM

It took a lot of trys but ultimately i was able to do a clean install from the upgrade edition. You need to burn the iso to a disk using the windows download tool, boot from the cd. It may have been my system but this only worked if i only had one hd installed on my system

Dan Costello
November 13, 2012 11:29 AM

Thanks for the upgrade tips -from XP to windows 8.
It seems fairly straight forward - how about cost?
Would it be more cost effective to buy a new computer and reload the saved documents from the old XP ?
Many thanks Leo

I have a hard time understanding how a new computer would compare to what I understand is a $40 or so upgrade or why you would want to consider that.

Mark J
November 13, 2012 1:00 PM

I did what is normally unrecommended. I did a "keep all installed programs" upgrade from Win 7 to Win 8 on my 3 1/2 year old netbook (my workhorse take with me everywhere machine with all critical files in a Dropbox folder), and it worked like a charm. (No pun intended. I also disabled Charms LOL.) No problems. All but one program worked. It runs as fast or faster than Win 7, and faster than the original XP.

Paul Shivers
November 14, 2012 10:24 AM

The "Keep personal files only" option worked upgrading from Windows 7 PRO to Windows 8 PRO. It does retain your basic login information for all users and all user data is kept intact, but that is about it. I've reinstalled almost all my software and am up and running on Windows 8. Now I just have to relearn where everything is! I did have a problem with blacked out dialogue boxes before rebooting the box again after the upgrade finished. After a reboot with some Windows 8 updates applied all seems to be running well.

James Dean
November 14, 2012 10:36 AM

It sounds like you guys were able to make an ISO from the $40 upgrade. Is this true, because this is why I have decided not to go for the 39.99 upgrade offered by Microsoft. I have heard that you just press download and install and the Windows 8 Upgrade Assistant will check out your system and then install itself right over windows 7 without allowing you to download an ISO file for later install. Please let me know if you are given the option to download an ISO for later install when utilizing the Windows 8 39.99 upgrade deal. Thanks

Bernard Liengme
November 14, 2012 12:16 PM

I tried to upgrade an older XP laptop to Win 8. Ended up with a screen showing just the green window. Rebooted and got the same and no further action was possible. Re-installed Windows XP and half way thru got message "Sorry we could not install Windows 8". Laptop is now back to Win XP.

November 14, 2012 6:50 PM

I try the Windows 8 preview edition.
If I am not very wrong, Windows 8 install faster and also its support to usb3 copy files faster than in Windows 7.

Jan Benjamins
November 23, 2012 2:51 AM

First of all, thanks for the walkthrough. I am planning to install Win8 on my not-too-new netbook, so all the tips and tricks are appreciated.

I have a little question, however. When I buy the upgrade online, I will get a licence key, and an installation file (which then can be burned to a DVD or some such). But as far as I understand, this installation file will only work for installing win8 over an older version of Windows.

So: what would happen if my harddisk dies, after installing win8? How would I be able to install my version (which is still licensed, after all) on a new harddisk, which has no previous version installed on it? It would be rather silly if I would be forced to buy a new (and more expensive) license just because my hardware broke down.

Any suggestions?

Grahame Leonard
December 7, 2012 11:54 PM

Customer had upgraded to Windows 8, then computer refused to boot past BIOS. CPU was a Pentium 4 2.4GHz but NX not available. He had not backed up but I could recover files by slaving drive on another computer. Upgrade to Windows 8 at your own risk.

April 20, 2013 9:04 AM

Nothing appears in the setup window after it asks to what to keep. PLEASE HELP......

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