How To's & Guides Migrating from XP/Vista to Windows 7 with No Downtime

Migrating from XP/Vista to Windows 7 with No Downtime


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I’m going to build a new Windows 7 installation for my home workstation in a VirtualBox setup, so that I can continue to use Windows Vista, with (almost) no downtime.

(Ok, It will be a little downtime, to do the swap from Vista to 7, but I won’t be down while installing 7 and all of the apps and files I use.)

I am going to use Sun VirtualBox (VBox) for a Virtual Machine (VM), along with the Backup utility on the Windows Home Server (WHS). I will assume that readers are familiar with either Windows XP or Vista, might have used 7, and are familiar with installing programs and using the backup tools in WHS. In addition, you should back up all your files/documents to the WHS now. As a matter of fact, you probably shouldn’t have any documents on your workstation. Later on, you’ll be wiping off the exiting XP or Vista installation, so get started moving your files off. As installing Windows 7 and your software takes a while, you can do that at the same time.

This will work with both the DVD and a file, such as ISO for installation.

Physical Requirements:

Here’s the basic requirements for Windows 7, according to Microsoft.

•1 gigahertz (GHz) or faster 32-bit (x86) or 64-bit (x64) processor

•1 gigabyte (GB) RAM (32-bit) or 2 GB RAM (64-bit)

•16 GB available hard disk space (32-bit) or 20 GB (64-bit)

You can use Task Manager to check how much RAM your computer has. Some video cards and other devices may take some of your RAM. To do this, right click the taskbar at the bottom of the screen, and select Task Manager. On the Performance Tab, at the bottom is Physical Memory. These are my suggestions. More is always better, especially the workstation RAM. I also suggest that you have at least a dual core 2 GHz processor or faster.

Using Now Installing workstation RAM recommended RAM for VM

32-bit 32-bit 2,000MB 1,000MB

32-bit 64-bit 3,000MB 1,400MB

64-bit 32-bit 3,000MB 1,000MB

64-bit 64-bit 4,000MB 1,400MB

I also suggest that you have either a spare hard disk, or plenty of space on your current disk. We’ll be using up to 60 GB. If you have a spare hard disk or partition, then at the end, we’ll use that disk/partition instead of wiping out the current XP/Vista installation.

Getting Started:

Update your WHS to Power Pack 3. It should have already done this. You will know if you have Power Pack 3 as you will see the following under the Resources area (all saying 6.0.2423.0).

Download and Install Sun VirtualBox: on the Downloads page. While downloading, keep reading…

I used version 3.0.10. Version 3.0.12 came out as I was finishing the article, it features some minor enhancements and bug fixes. Download the latest version.

Before we begin, you should close memory hungry programs. I said that we would have almost no downtime, and that’s true, however, don’t plan on running any programs that require a lot of memory, like most games, desktop publishing, video editing and such.

Entering the virtual world:

Run VirtualBox. Check out the main screen:


If you want to install your new Windows 7 installation to a different drive than C: then, select File, Preferences, and change the Default Hard Disk Folder and Default Machine Folder to the other drive. I make them both the same. Click Ok to get back to the main screen.


On the main screen, select New, and Next when it welcomes you to the wizard.
Give the VM a name. I called it “Windows 7 64 Pro- VBox”.


Select Windows and the version you are installing. Note, even if you are running 32-bit Windows, if your CPU is capable, you can run the 64-bit in the VM.

According to Task Manager, I have 4,093MB of RAM, and about 2,500MB in use.


So, that leaves me with about 1,600MB for Vbox and Win7. According to Microsoft, we’ll need at least 2GB for 64-bit. However, that’s for real use, and we can get by with less for this install. So, type in 1400MB. (if you want to get aggressive on Windows 7, you can go even lower than 1,400, and try 1,200MB, however, but that’s up to you; yes the screenshots show 1600, since I started with that, but then didn’t need it, so I’m changing my recommendation, and my VM setting) If it gets a bit swappy, I can change this later, by clicking on Settings, and System.

I suggest that if you are installing the 32-bit Windows 7, then you type in 1,000MB.


We’ll create a new virtual disk for 7.


Select Next, Next, and the default of Dynamically Expanding Storage and Next.

According to Microsoft, we’ll need at least 20GB for disk. I plan to install my commonly used applications, and I’ve got 160GB free on the disk I’m going to use, so, I think I’ll use 60GB.

Click Next, and then view your summary, and click Finish, and Finish again.


We now have a virtual disk and a virtual machine.


Now, let’s set some configuration for the virtual machine.

If an option is Greyed out for the System settings, you may or may not be able to run Windows 7 as a VM or you may need to enable hardware virtualization in your BIOS. Or, it may just run a little slower than optimal.

On the System menu:

Motherboard: Enable ACPI, Enable IO APIC,

Processor: Enable PAE/NX, and if you have more than one CPU, you can utilize them. I have a Core 2 Duo, so I selected two at first, but then decided to change that to one, so that Vista always has at least one core available.

Acceleration: Enable Nested Paging, Enable VT-x/AMD-v.




Next, we’ll set the Display and video memory. I selected 32MB and Enable Video Acceleration.


I also enabled Remote Display – Enable Server. This will let me connect to this VM from another computer, say my laptop, or my work computer.


Now, we need to tell VBox where the ISO file is. If you have the install CD/DVD, then select it here. If you are using the ISO for install, then select that here as well.

I purchased Windows 7 as a download so I have the ISO file. If you have a physical disk, it’s just as easy to select the DVD drive.

For an ISO file, simply click the button, select Add, and your ISO file.



For CD/DVD, simply select the drive.

Don’t click OK, yet.

Next, we need to enable the network. By Default, VBox goes for security rather than connectivity.

Select the Intel PRO/1000 MT Desktop Adapter along with Bridged Adapter. Your network device should be shown below this. If not, select it.


Now, select OK.

Installing Windows 7 in the VM:

Now, our VM is ready for us.


Click Start.

First thing you’ll see is a notification about Auto Capture. Read this, it is important. Let it capture.


You may see a message about 24 bit and 32 bit displays. Don’t worry about this. Let’s continue.


We get that message again about Auto Capture. Again, it’s important. At this point, I clicked on the button to “Do not show this message again.” Let’s continue, and let it capture.

Now we are installing Windows 7, in the VM we created. Windows doesn’t have a clue that it’s in a virtual world.

Click Next, and Install. Neat, huh?

300 310

In order to continue, you need to accept the licensing terms.

We’ll select Custom to install a fresh Windows 7 installation.

Remember that 60GB drive we created? Windows 7 installer sees it, and only it.


Select Next.

You can now sit back and relax. Do whatever you want. Have a beer, or a few. Check your email, update your Facebook status, or play Minesweeper. I don’t recommend you play a memory or CPU-intensive game, like World of Warcraft at this time. I’m typing this guide while Windows 7 is installing.


Let it go for a while, maybe a half hour. Now would be a good time to make sure that you have copied all of your files to your WHS. It will “reboot” the VM several times. You won’t even notice, unless you are watching it. VBox keeps running, and takes care of this. Eventually, we get to the screen where we pick a user name and computer name.

I’m not going to fill the screen with a million graphics about installing Windows 7, it’s similar to installing XP or Vista, but a little simpler.

Enter a user name and a name for your computer/VM.

Continue on through with the password, etc.

Important: When you get to the activation screen, uncheck Automatically activate Windows when I’m online. We don’t want to activate the VM, we want to activate it when we put it on the actual computer it will be on. Don’t worry, you have 30 days to do it, and can extend that twice. Then, hit escape.

Windows will now want to protect the computer, leave the default of Use recommended settings. Select your time zone, pick a network location, I picked Home.

Windows will now think for a while and set up the network and finalize your settings.


Now, we have Windows 7.

Install Guest Additions (optional):

Next, we can install Guest Additions, by clicking on Devices at the top of the VBox window, (if you can’t, then you need to press the right Control key to get out of the VM) then Install Guest Additions. What does this do? “They consist of device drivers and system applications that optimize the guest operating system for better performance and usability” such as seamless mouse pointer, and shared clipboard. Not critical, but nifty and somewhat helpful.


Select Run VboxWindowsAdditions.exe. Select the approve and next buttons appropriately, until It is installed. This can also provide some Direct 3D integration.

Note that if you update VirtualBox, then you need to install the version of Guest Additions that come with it.

A reboot of the VM is required to finish installing the Guest Additions.

Stopping the VM (hint):

At this point, I’m going to show you another feature of the VM, and we are going to pause this and go get some sleep. On VBox select Machine, then pause. Then Machine then Close, and Save Machine State. Hit OK. VBox saves it, like hibernating, but different. Any time you want to stop working in Windows 7 and get some memory back to play a game or edit a video, you can do this. You can also shut down Windows 7. Now that the VM saved Windows 7, you can close VBox and come back to it later.

Time for a snack, and sleep.

Back to Windows 7. I need to start my VM back up, so I launch Sun VirtualBox, and Click Start to resume working. It sat there for several seconds saying that it wasn’t responding, and then worked. It must’ve been thinking about something.

Remote Desktop (Optional):

If you have Windows 7 Professional or Ultimate as your Guest (regardless of whether you are using XP/Vista and Home/Professional/Business/Ultimate) you can use Remote Desktop to connect to it, and go full resolution, full screen from either the Host or remotely. First, enable it by clicking on the Windows button, then type in “remote”, then select “Allow remote access to your computer”, select one of the “Allow…” options. I suggest you use “Allow connection only from computers running Remote Desktop with Network Level Authentication (more secure)” as it is more secure. Then on your host computer, click on the Windows button, type in “remote” and select Remote Desktop Connection. Put in the user name and computer name you selected earlier, and it should connect and fill your screen with Windows 7 goodness. At the top is a remote desktop bar that you can use to minimize or close this window. If you installed the guest additions, then this may not be useful to you.

Setting up Windows 7:

First things first. Let’s run the windows update. Now would be a good time to make sure that you have copied all of your files to your WHS. (I’ve mentioned that already, haven’t I?)

We should also install anti-virus, anti-spyware, then install WHS Connector and run a backup. At this point, I think that you know how to take care of these items. Installing WHS Connector from the network is easily done by clicking on Windows Explorer, then Network, then your Server under Computer, then browse to Software, and Home Server Connector Software. Double click on setup. Note that you cannot install Microsoft’s anti-virus software, as it requires a valid copy of Windows, and we have not validated, yet.

As soon as the Connector is installed, my Vista host announced to me that there was no anti-virus on my Windows 7 guest, since I installed the Connector first.

You may want to adjust the display size in Windows 7 to match your monitor, and/or run the VBox in full screen mode. I’m setting Windows 7 to 1024×768 for now. If you installed the Guest Additions, then you can resize the VBox window and Windows 7 adjusts.

So far, so good. No significant swapping noticed on either the host or guest. Now at this point, your homework is to install whatever applications you want on Windows 7. Then do a backup to the WHS for both the host and the guest. Now would be a good time to make sure that you have copied all of your files to your WHS. (Yep, one more mention.)

So, right now, I’m installing all of my applications, such as 3.1.1, Live Mesh, IrfanView, Calendar program (for work), Wizmo and other useful applications and utilities (and games).

Coming Soon, Part II:

For Part II, I’ll go through the following steps, and provide details, my experience, and screenshots. For each of these steps, I’ve provided a helpful link in case you want to give it a shot before I get Part II completed. Part I took a while, so don’t hold your breath.

Create a virtual machine from our current XP/Vista installation. Use Disk2vhd from Microsoft to do that: you can move the file off to your WHS.

Restore the Windows 7 on what used to be the host system. Note that this will wipe out your previous XP/Vista installation. This has been covered before, here:

After that, you can go through the Windows 7 Activation, and registration process.

I’m also looking in to having Windows 7 turned into a VHD, and having 7 boot from the VHD. If you know how, let me know.

If you want to “keep” your Vista installation around, you can install VBox on Windows 7, and then select the VHD file that Disk2vhd created, and there you go.

Notes and errata:

While installing Windows 7 the first time, I got an error 80070003. Restarting VBox fixed it.

Michael Peelehttp://
Michael Peele has been an IT manager for more than 11 years, with a current day-job at Georgetown University, in Washington, DC. Michael is a self-proclaimed "advanced novice" or "power user", and feels that he is the target audience for Windows Home Server. He beta-tested Windows 95, and is a general early-adopter (not much of a beta-tester, though), he purchased Vista 64-bit early on. He has a wide range of experience in technology management, and works as an independent consultant, periodically, primarily for IT Management and IT Security services. He has presented at numerous conferences and written several articles (primarily university-related). Many years ago, he worked on a team writing a hint book for id's Quake. Michael has a number of qualifications, including a MS in Technology Management, BS in Electrical Engineering, and multiple certifications, such as the Project Management Professional (PMP), is Board Certified in Security Management (CPP), and is considering other IT certifications, such as A+, Network+, Security+, SSCP/CISSP, and some Microsoft certifications, but hasn't had reason to sit for the tests.


  1. Hello there,

    Great article and feedback about Windows 7!

    If you want to do some research; there are also some great articles, instructional videos and such to help with your Windows 7 migration and upgrade decisions located at our Springboard site:

    Thanks again and good luck!

    John M.

    Microsoft Windows Client Support

Comments are closed.

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