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Solved Installing Win 8 Pro 64bit Upgrade with Win XP 32bit


New Member
Just wanted to share my experiences with Windows 8 Pro installation, so here goes.
I do not own a computer, that I would like to REALLY install Win 8 64bit, yet. But I am planning on buying a new computer next year, when Haswell gets on the market. But why not grab the Win8Pro already, since it's only on sale until end of Jan 2013. Not to mention Windows Media Center for free.

The REAL problem is that I wanted to use my old, unused Win XP Pro 32bit -licence (original version, CD without SP1,SP2 or SP3) for the upgrade, and that Win 8 Pro wants&needs to be installed on the same partition. And I want my new computer to have a fast SSD as system drive. And that XP doesn't support SATA/ACHI drives natively (the only mode SSD is supposed to be in). So, I thought about streamlining my XP with nLite, but it still felt too time consuming and "wrong" to try to force the old system on a drive only to be installed over.

Another problem was that I could not use Upgrade assistant, since I want to have Win 8 _64-bit_, and 32-bit XP would end up with 32-bit win8. But Microsoft instructs to buy the upgrade DVD in this case, which I did (for 59,99e).

So now I had the DVD and the old XP CD, but no computer. Since I have time to test, I found VirtualBox, which turned out to be just perfect for planning my future installation. My desktop system has Win7, which I intend to keep on my work computer. Here's what I did (in VirtualBox, all "virtually"):

1) Made a SATA drive, WinXP CD doesn't find installable media.

2) Installed WinXP on a IDE HDD, with Win 8 presets in Virtual Machine (VM). Turned out that XP doesn't understand default Win8 LAN-device or Audio-device, quickly fixed. Fetched SP2 and SP3 packets from Microsoft, installed fine.

3) Added a SATA-drive, doesn't show up in Win XP. Installed SATA-drivers in XP, SATA-drives now usable in XP.

4) Changed the XP-HDD from IDE to SATA-port (to be sure). Tried to boot the VM, gave error. So you can't change to SATA afterwards, which further encouraged me to test what I was about to do.

5) I copied ALL FILES FROM XP DRIVE to a NEW FORMATTED SATA-drive (incl. hidden&system files, the only "file" you can't copy is the folder called System Volume Information). So this new SATA-HDD represents my yet-to-buy SDD. It now includes every file from XP-installation. Copying a OS file-to-file is normally a bad idea, especially since I just proved in 4) that this installation of XP wouldn't be bootable on SATA-port anyway.

6) Used the XP drive managment application to mark this new SATA drive (with copies of XP files) "active". Not sure if this was required, but I wanted to make sure the drive would look as bootable and "real" as possible.

7) Tried, just to be sure, to install Win 8 Pro 64-bit Upgrade from the DVD on a new unused SATA HDD (no other HDD's, no network connection during installation). Installation itself went fine, it accepted my upgrade key first, but ACTIVATION FAILED AS REPORTED, stating my key is only usable in upgrades, not full installs.

8) Changed the system so that my only HDD was the SATA HDD, on which I had copied all the XP files in 5). Booted from Win 8 64bit DVD, installation program saw the partition, which I then formatted. Then proceeded to Win8 installation (without network connection), worked just as nicely as previously. Activation after installation: SUCCESS, with no problems whatsoever. WMC key is now also activated, hooray!

This might be on the edge of EULA, since I had XP kind of pseudoinstalled on the HDD on which I installed Win 8 Pro upgrade, but it's really only to skip the tedious process of getting XP to work on it and sparing some write-cycles in the process. Hope this helps someone in the same situation, XP-CD in their drawer, wondering if it would do them any good. Hopefully this works next year with my REAL new hardware, I should only need to copy the XP-files on the SSD using my win7 computer.

Btw, I did not activate XP on the VM before copying the files, so Win8 Pro Upgr DVD doesn't check that, although it really seems to need something visible from the previous OS.
Last edited:

My Computer

System One

  • OS
    Windows 8


New Member
jbl123 , after a search on Google I came to your thread. I find myself in a similar situation. Currently I am using windows XP for my desktop system, because I like it more than windows 7 usually. I also want to upgrade for only E30 to win8 pro, 64bit edition. I have several questions that I cannot get answers for.

1: Can you buy a windows 8 pro key, and install the windows 8 pro with media center edition with it as well? Do they use the same key?
2: In what timeframe do you need to activate a windows 8 pro upgrade key? Does it 'expire'? Could it be 'expired' after MS stops the offer of upgrading to windows 8 for E30? It would basically mean you would need to purchase the key now and activate it.
3: Can you activate the upgrade key on a motherboard, and suppose your motherboard dies? Or you want to change your system? Will your key still be valid?

I would very much appreciate answers.

Kind regards,


My Computer

System One

  • OS
    Windows XP Pro SP3
    System Manufacturer/Model
    Self built
    Intel Core i5 2500k @ 4.5 GHz
    Asus P8P67 EVO
    2x 4 GB ddr3 1600 OC
    Graphics Card(s)
    AMD Radeon HD6850


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VIP Member
Gold Member
1) One key for Windows 8 Pro, one for key media center.

2) No timeframe.

3) Yes.


microsoft said:
Can I transfer the software to another computer or user? You may transfer the software to another computer that belongs to you. You may also transfer the software (together with the license) to a computer owned by someone else if a) you are the first licensed user of the software and b) the new user agrees to the terms of this agreement. To make that transfer, you must transfer the original media, the certificate of authenticity, the product key and the proof of purchase directly to that other person, without retaining any copies of the software. You may use the backup copy we allow you to make or the media that the software came on to transfer the software. Anytime you transfer the software to a new

My Computer

System One

  • OS
    ME, XP,Vista,Win7,Win8,Win8.1
    Computer type
    Other Info
    Notebooks x 3

    Desktops x 5

    Towers x 4