Run Windows XP For Free In Windows 8

Run Windows XP For Free In Windows 8

Microsoft gave Windows 7 users a way to run older applications via Windows XP Mode. With Windows 8, however, that mode is no longer officially supported, and if you want to run Windows XP in a virtual machine, you need the licence for it. Lifehacker reader Miloš, however, has found a workaround.

He discovered that within the free WindowsXPMode_en-us.exe file, there’s a VirtualXPVHD file containing the Windows XP virtual machine, which you can open in VirtualBox. Here are the steps to get this working:

  1. Download WindowsXPMode_en-us.exe from Microsoft. You’ll need to run the validation tool to prove your copy of Windows is valid.
  2. Then use 7-Zip or another archive tool to open the EXE file as an archive.
  3. Within that archive, find the “sources” file within it, and extract that folder to your hard drive.
  4. Finally, in the extracted sources file, you’ll find a file called VirtualXPVHD. Rename it with a VHD extension.

In VirtualBox, open the VirtualXPVHD virtual machine, and voila! You’ve got Windows XP Mode (running Windows XP Professional) in Windows 8, with no need for the XP licence.

This might also be possible with Windows 8’s built-in virtual machine manager, Hyper-V, but that’s only available in Windows 8 Pro.

Thanks for the tip, Miloš!


  • extracting the files isnt enough. you must install either the 32bit or 64bit option from the sources folder. this then creates a 1.2gb VHD file which is then able to be opened in VirtualBox etc.
    one interesting thing is it puts a key.txt file with an XP serial in there…. 😉

  • Lots of software is “free” when you ignore the licensing terms…
    “1.1 Installation and use. You may install, use, access, display and run
    one copy of the Software in a single virtual machine on a single computer, such as a
    workstation, terminal or other device (“Workstation Computer”), that contains a
    licensed copy of Windows 7 Professional, Enterprise or Ultimate edition.”

  • There’s no need to install XPmode or extract the entire ‘sources’ folder at all.
    Using 7Zip, drill down through the ‘xpm’ object in ‘sources’ and you’ll find that the VHD alone can be extracted.
    Use that as your disk in VirtualBox and you’re away.

  • An alternative to doing all that is downloading a pirated copy of Windows XP from the pirate bay. It’s equally as legal as the process you’ve described.

    Just because it’s possible to download the software from Microsoft’s official website and hack it up and use it for purposes other than what it was originally intended doesn’t make it any more legal.

    • Just want to clarify: I don’t have any problems with people doing dodgy stuff like this. I do dodgy stuff like this all the time. I’m just thinking about my dad who likes to think of himself as “tech savvy” and has 12 toolbars in internet explorer to prove it. He’d read this article and follow it thinking he’s getting something legitimate for free.

      Do dodgy stuff. Knock yourself out. Just know that you’re doing dodgy stuff, is all.

    • Correct. Just because it is technically possible, doesn’t mean that it is legal. Windows 8 does not grant you rights to run Windows XP without the need for an additional license, nor does the Windows XP Mode license grant you the right to use it with Windows 8.

      The closest thing to this is that OEM and Volume licenses have downgrade rights for Windows 8 *PRO*, which entitles you to use Windows 7 Pro with a Windows 8 Pro license (use an activation key from another computer and Microsoft will happily activate over the phone by telling them you are downgrading and giving them your Windows 8 key to confirm). If you have downgraded to Windows 7 Pro using a Windows 8 Pro License, you can use XP Mode.

      Alternatively, you can buy a Copy of Windows XP, Windows Vista Business (Downgrade rights to XP Pro) or Windows 7 Pro (Downgrade rights to XP Pro) OEM version in addition to Windows 8 preinstalled on your new computer, to have a legal copy of XP running on top of Windows 8.

  • No end of technical issues with this article.
    1. VirtualXPVHD file is actually XPM
    2. The file is not a VHD – it needs to be installed/modified.
    3. The MSI installers in the source folder will not run under Win8
    4. Still needs activation (the key file does not help)
    5. You need to use VMLite to get around the activation issues.
    6. If you upgraded from Win7, then copy the Windows XP Mode base.vhd and your differences file Windows XP Mode.vhd to the same folder and create a VirtualBox machine for them. VMLite needs to be installed first (uninstall VirtualBox, install VMLite then reinstall VirtualBox)

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