Thinking of an in-place Windows upgrade? Here’s how to do it.

For many years, you were limited to workstations with in-place upgrades – and even then, those upgrades were usually for consumer machines. The main reason IT purists would upgrade in place was to catch the free upgrade. Especially for business deployments, it is thought that a clean install is preferable when upgrading to a new operating system.
Although the free upgrade for Windows 10 has ended, you can still upgrade for free from Windows 7 or Windows 8.1. Start with your licensed Windows 7 or Windows 8.1. Then download the Windows 10 media creation tool to create a bootable iso file. And click on the resulting setup.exe file to start the upgrade process from your Windows 7 or 8.1 machine.
Once you’ve upgraded to Windows 10, if you click on Settings, then Update, then Activation you should see that the OS is activated. Activating Windows 10 takes a license from the fully licensed Windows 7 or 8.1. If not, click ‘Activate PC’, then enter your original Windows 7 or Windows 8.1 activation key. Windows 10 does not have the same hardware requirements as Windows 11 so you may be able to upgrade from your unsupported Windows 8.1 soon.
It is important to review whether your hardware supports an in-place upgrade from Windows 7 or 8.1 to Windows 10. It must meet these minimum requirements:
- CPU: 1GHz or faster processor supported;
- RAM: 1GB for Windows 10 32-bit or 2GB for Windows 10 64-bit;
- Storage: 32GB of space or more;
- GPU: DirectX 9 compatible or later with WDDM 1.0 driver;
- Display: 800×600-pixel resolution or more;
- Internet Connection: Some versions of Windows 10 require an internet connection during setup.
With Windows Server 2012 R2 coming to the end of its life, many users may be tempted to upgrade servers in-place as well. For years, any IT administrator would look at you with shame if you even mentioned an in-place upgrade; the correct way to upgrade was to manually install the new operating system and then install or copy the necessary information and data from the old server to the new one. The idea was to ensure that no older style permissions would be acquired with a clean install. In particular, this helped to ensure that you set up the servers securely.
An in-place upgrade from an older Windows 2012 R2 server to something newer like Windows Server 2016, 2019, or 2022 is fully supported. To do so, simply burn the ISO of the server’s operating system you are switching to install it and install it away, making sure to check the box to keep all the data, files and folders safe. (SQL services can even survive the upgrade process.)
Microsoft has ensured that the in-place installation option is supported due to the increased use of cloud services. Obviously, with more users who have servers in data centers – and instances in Azure – if you can move from version to version without being physically in the room, you can upgrade without issue.
Before starting any big server project, it’s important to have a full backup so everything can be rolled back in case of trouble. With many virtual servers, you can easily back up. (The same is true for workstations.)
Before starting an upgrade in place, make sure that all third-party antivirus, any third-party firewall and, most importantly, any third-party drive encryption are removed. I even recommend disabling Bitlocker if you have that installed on your server.
Next, determine which version of Windows server you want to upgrade to. Which OS you are migrating from will determine how many hops you must get to the end successfully. Ideally, do the minimum number of upgrades possible and avoid multiple upgrades in a row.
Note: the same is not true for migrating to later versions of Exchange Server. Mail servers are databases and need to be upgraded differently – and email migrations usually require more planning. Whether you move from hardware on the premises to another arrangement on the premises (or to cloud mail servers), is the process of moving mailboxes from one person to another. I often find that third-party migration tools lead to a much easier migration path and usually provide additional recovery options if issues arise.
Ultimately these upgrade and migration processes are much easier when using virtual machines. Since these devices are hardware agnostic, you don’t have to worry about physical hardware specifications anymore. As long as you have enough drive space, memory, and CPU resources, you can easily host additional servers and plan additional plans and options.
In-place upgrades are available and supported by Microsoft guidance. The next time you’re nearing the end of support for a server, consider an in-place upgrade as a real option.
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Thinking of an in-place Windows upgrade? Here’s how to do it.
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