How-toWindowsWindows Me

Windows Me: installation and setup

How to install or upgrade to Windows Millennium Edition (Me) from your own disc: what it needs, which Windows it can upgrade, and what to check afterward.

Applies to
  • Windows 2000 and older

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Here is how to set up Windows Millennium Edition, known as Windows Me, on an old computer, and what to do before and after. It suits people restoring old hardware or running older software.

Windows Me no longer gets security updates

Microsoft ended support for Windows Me on July 11, 2006. Keep a Windows Me computer off the internet, and do not use it for banking, shopping or email. Move files with discs or drives scanned on a modern computer.

Where Windows Me fitsA timeline of 5 events in date order. The full text follows the picture.Where Windows Me fits1998Windows 98Retail release in June19981999Windows 98 SecondEditionPublic release in June19992000Windows MeAnnounced as availableon September 14, 20002001Windows XPReplaced Me as thehome version2006Support endsJuly 11, 2006
Dates from Microsoft's announcement and press reports.
Text version of this diagram
  • 1998: Windows 98. Retail release in June 1998
  • 1999: Windows 98 Second Edition. Public release in June 1999
  • 2000: Windows Me. Announced as available on September 14, 2000
  • 2001: Windows XP. Replaced Me as the home version
  • 2006: Support ends. July 11, 2006

What you need

  • Your own Windows Me disc and product key, from a copy you legally own. Microsoft no longer sells it. Do not download disc images from websites.
  • Reference sources list a Pentium 150 MHz processor, 32 MB of memory and about 320 MB of free disk space as the minimum, with a CD or DVD drive and a floppy drive. More memory and a faster processor make it far more usable.
  • A blank floppy disk for a startup disk.
  • Drivers for your devices from the maker of the computer or device.

Microsoft sold Windows Me as a full version and as an upgrade for Windows 95, Windows 98 and Windows 98 Second Edition. The upgrade version needs one of those already installed.

Back up first

Any install can fail, and a fresh install erases the disk it is written to. Copy photos, documents and anything you need to another drive first, and stop if you are unsure which disk holds your files. See how to back up your files.

Installing Windows Me5 numbered steps, one under the other. The full text follows the picture.Installing Windows Me1Back upCopy your files to anotherdrive2Check the diskRun ScanDisk in the oldWindows3Run SetupStart Setup from the WindowsMe CD4RestartSetup restarts the computermore than once5Check driversLook in Device Manager foryellow marks
The usual order for an upgrade.
Text version of this diagram
  1. Back up: Copy your files to another drive
  2. Check the disk: Run ScanDisk in the old Windows
  3. Run Setup: Start Setup from the Windows Me CD
  4. Restart: Setup restarts the computer more than once
  5. Check drivers: Look in Device Manager for yellow marks

Upgrade from Windows 95 or 98

  1. Close all programs. If Setup warns that virus protection is running, follow its message, and turn the protection back on as soon as Setup finishes.
  2. Run ScanDisk from Start then Programs then Accessories then System Tools then ScanDisk and let it check your drive. This finds disk errors before Setup begins.
  3. Put the Windows Me CD in the drive. If Setup does not start by itself, select Start, then Run, type d:\setup and select OK. Replace d: with your CD drive's letter.
  4. Accept the license agreement and enter the product key from your box or certificate.
  5. Follow the prompts and choose the folder and options offered. The defaults suit most computers.
  6. Wait while Setup copies files and restarts. Do not press keys or switch off the computer while it works. It can take a long time on slow hardware.
  7. After a restart, Setup may keep setting up hardware before the desktop is ready. Let it finish.

Install on a blank or reformatted disk

The Me full version needs a disk with a file system it can use. Windows Me supports FAT16 and FAT32, and does not support NTFS. Starting from a blank disk usually means starting from a floppy startup disk, preparing the disk, and then running setup from the CD. Preparing a disk erases it.

Do not format a disk you have not backed up

Partitioning or formatting erases everything on the disk. Continue only after the backup step above, and only on the disk you intend to use.

Your computer maker may supply a recovery disc that sets up Windows Me for you. Use that disc first if you have one. It is made for your hardware.

Check that it worked

  1. Right-click My Computer and select Properties. The General tab names Windows Millennium Edition and shows memory.
  2. Select the Device Manager tab. A yellow mark on a device means it needs a driver from its maker.
  3. Make a startup disk: open Start then Settings then Control Panel then Add/Remove Programs, select the Startup Disk tab, and follow the prompts with a blank floppy. Label it.

Windows Me has no product activation. You enter the key once, during Setup. For programs, drivers and fixes, see Windows Me: installing programs and drivers, and fixing common problems.

What is different from Windows 98

  • Microsoft added System Restore to roll the software configuration back to an earlier time when things worked.
  • System File Protection stops critical system files being overwritten.
  • The Home Networking Wizard helps find and connect to shared resources.
  • Windows Me has no real DOS mode, unlike earlier versions. A startup floppy still starts to a command prompt.

Running it in a virtual machine or emulator

You can also run Windows Me in an emulator or virtual machine. 86Box and PCem imitate old PC hardware most accurately. VMware Workstation and VirtualBox can run it, but VirtualBox's current official guest list does not include Windows Me, so check the vendor's list first. Hyper-V does not list it either. Use your own disc, and keep the virtual machine off the network.

If something goes wrong

  • Setup stops or restarts repeatedly. Remove nonessential devices and try again. Too much memory can also cause trouble: Windows Me was designed for up to 512 MB, and above about 1.5 GB it may restart repeatedly.
  • The display is coarse. Install the display driver from the computer or card maker.
  • A device is not recognized. See the next guide for Device Manager steps.

Frequently asked questions

Do I need to activate Windows Me?

No. You enter the product key during Setup.

Can I upgrade from Windows 95?

Microsoft's launch announcement says the upgrade was for Windows 95, Windows 98 and Windows 98 Second Edition users. Check your hardware first. See also installing Windows 95 and installing Windows 98.

Is there a safer option for the same PC?

Maybe. See ChromeOS Flex on an old PC.

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Official resources used

Pages consulted while preparing this guide. Check them for the latest details.

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