KMS38 Offline Activation Derailed by November 2025 Windows Updates

Microsoft’s November 2025 Patch Tuesday has quietly clinched an event that Windows enthusiasts and a large gray-market activation ecosystem had long been watching: a widely used offline activation trick known as KMS38 — propagated through the Microsoft Activation Scripts (MAS / MASSGRAVE) project — has been effectively neutralized on retail Windows 11 and Windows 10 systems by recent cumulative updates and prior servicing changes. The removal of the GatherOSState-related behavior that KMS38 relied on, combined with changes to installation images and servicing logic, means that offline, long‑term “2038” activations can no longer be relied upon — and the MAS maintainers have adjusted their codebase and guidance accordingly.

Background / Overview​

KMS (Key Management Service) is Microsoft’s volume-activation technology for organizations. A genuine, properly-configured KMS environment issues activation that requires periodic renewal — historically a 180‑day activation window — and clients contact a KMS host to maintain that state. The KMS38 trick, as implemented in community activation projects such as MAS (MASSGRAVE), exploited how Windows’ migration/upgrade tooling (notably gatherosstate.exe) carried activation metadata across installs to create a faux “GenuineTicket” that extended the KMS‑based grace state until the Y2K38 limit (January 19, 2038). That ticket made an offline, effectively long-running activation possible without contacting an official KMS host on schedule. The KMS38 method was popular because it required no persistent files left on the system and could be performed offline. Over recent months Microsoft has folded many October/November non-security improvements and fixes into cumulative releases (notably KB5067036 in October and the November cumulative KB5068861 / KB5067112). Those updates include servicing and component changes that affect how installation media and upgrade helpers behave; in particular, Microsoft’s servicing flow and build image content changes have reduced or removed the legacy gatherosstate behaviors that KMS38 relied upon in many upgrade and imaging scenarios. The November 11, 2025 cumulative updates (KB5068861 and KB5067112) are the most recent rollups that consolidate prior preview fixes and the servicing stack changes.

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How KMS38 Worked: A technical primer​

The genuine-ticket mechanism​

• Windows’ upgrade tools include a utility historically called gatherosstate.exe whose purpose is to gather the downlevel OS activation state so that upgrades can preserve activation or generate a GenuineTicket.xml under certain migration scenarios.
• KMS38 implementations created or modified a “GenuineTicket”-style artifact that fooled the OS into thinking the KMS activation period extended far beyond the conventional 180 days, up to the 2038 timestamp boundary. That ticket was accepted by Windows when the gatherosstate-like flow copied activation state across upgrades or when the installer invoked the ticket-processing code, enabling offline “activation” that didn’t require periodic KMS host contact.

Where the trick was brittle​

• The method depended on very specific file behavior and Windows setup/upgrade logic: the presence and behavior of gatherosstate.exe in installation media, the way upgrade/repair scenarios read tickets, and particular internal checks in the Software Protection Platform (SPP).
• Microsoft’s servicing model and frequent cumulative updates mean those internals have moved and tightened over time. Removing or altering the helper that reads or trusts legacy activation tickets breaks any scheme that relies on it.

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What changed in November 2025 and earlier that broke KMS38​

Multiple complementary changes converged to make KMS38 unreliable or impossible on updated Windows builds:

• Microsoft’s October preview update (KB5067036) and the November cumulative (KB5068861 / KB5067112) consolidated changes to upgrade and servicing behavior that reduce legacy ticket-carrying and reconciling behavior that gatherosstate previously performed. The official KB pages document that October’s non-security preview content was folded into the November cumulative, and Microsoft’s update notes show a range of servicing fixes and file-level changes distributed across recent builds. That same set of rollups is the one community researchers and maintainers flagged as the tipping point.
• Changes to installation media: community maintainers observed that later builds and installation images no longer shipped the collection or versions of gatherosstate.exe that older KMS38 flows used. That meant in-place upgrades and feature updates could reset the grace period or ignore the crafted ticket, forcing a normal KMS behavior (180‑day lifetime and periodic renewal) or a requirement to reconnect to a KMS host. Community release notes and repository updates from MAS show the project adapting to these changes and indicating altered behavior across builds.
• Microsoft’s cumulative update approach consolidated previous preview fixes into mainstream channels, which accelerated the rollout of the internal behavior changes that caused KMS38’s trick to fail in the field. Multiple independent outlets covering the November 11, 2025 updates documented that the patch rollout included prior preview changes and broad servicing fixes.

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What MAS / MASSGRAVE changed — and what maintainers say​

MAS (often known as MASSGRAVE or Microsoft-Activation-Scripts) historically offered several unofficial activation techniques: HWID (hardware‑tied digital license), KMS38, TSforge, and online KMS methods. The MAS documentation and changelog describe KMS38’s goals and methods, and the project has actively maintained multiple approaches to respond to Microsoft changes. The MAS website and GitHub documentation explain KMS38 and how it used gatherosstate behavior to extend activation through 2038. Recent MAS changelog entries and repository commits document two important facts:

• The MAS maintainers have historically prepared for gatherosstate changes by moving to alternative ticket types and by adding fallback activation methods.
• MAS documentation and commits also reflect that the project has adapted over time to Microsoft’s internal modifications; in the latest updates the project either de-emphasized or replaced the gatherosstate-dependent flows and encouraged users to use HWID, TSforge, or other methods when KMS38 behavior no longer functioned as before. The MAS changelog uses language such as “Goodbye to gatherosstate.exe” and references universal-ticket strategies and other resilience measures.

Important caution: while MAS documentation details methods and internal changes, MAS is an unofficial project offering tools that facilitate circumnavigating Microsoft activation policies. Public-facing statements from MAS and third‑party analysis indicate the project has shifted emphasis away from KMS38 after Microsoft’s servicing changes, but the exact timeline and internal decision log for a “full drop” (for example, an explicit single-line commit stating “KMS38 removed in v3.8”) may be spread across multiple commits or mirrors and is not always consolidated into a single, immutable announcement. Where a single clear maintainer statement exists, it is reflected in the repository history and changelog; where it does not, the community discussion and commits show developers pivoting.

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What this means for users, admins and imaging workflows​

For home users running KMS38‑activated systems​

• If your device received the November 2025 cumulative updates (or prior October preview rollups incorporated into November), the KMS38-created ticket that had been maintaining activation may no longer be honored after the update or after a feature update/repair. Expect activation state changes or an activation status that requires reconnection to a legitimate KMS server or reinstalling an appropriate activation method. Microsoft’s cumulative update pages spell out that these packages include prior preview fixes rolled into stable releases.

For administrators and imaging teams​

• Air‑gapped or image/deploy environments that previously relied on carry‑over of activation tickets must be audited. Installation media and ISOs you maintain may no longer contain the helper binaries or legacy logic used by KMS38-style tickets; a feature upgrade or in-place repair using updated install media may reset any engineered grace period. Confirm your deployment process and servicing sequence against supported Microsoft imaging guidance and test in a controlled environment before rolling out updates. Microsoft’s update documentation identifies the October preview and November cumulative as bundling prior behavior changes.

For organizations tempted to keep using unofficial methods​

• Use of tools like MAS for activation is a legal and compliance risk. Corporate policy, license agreements, and security best practices recommend against using unauthorized activation tools. Beyond legal exposure, running third‑party activation scripts exposes systems to malware risks, supply-chain pitfalls (trojanized scripts or altered mirrors), and operational instability as Microsoft hardens activation flows. The MAS project itself documents alternative methods (HWID/TSforge) and has adapted to Microsoft changes, but none of these are sanctioned by Microsoft.

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Practical checks and mitigation steps​

• Check your Windows Update history and installed KBs:
• Confirm whether KB5068861, KB5067112 or KB5067036 (October preview) were installed on the device. If yes, your system is on the cumulative patches that include the October changes. Refer to Settings > Windows Update > Update history to confirm.
• Verify activation status:
• Open Settings > System > Activation or run slmgr.vbs /xpr to see whether the edition reports activation and what type. If the activation state changed after a recent cumulative update or feature upgrade, that’s indicative of the carry-over behavior being broken.
• For imaging/dev teams:
• Rebuild and test your installation media from Microsoft’s official ISOs and follow Microsoft’s documented DISM / offline servicing guidance when applying updated SSUs and LCUs. The update KB pages and Microsoft release-health notes emphasize correct servicing order and cumulative rollups.
• Consider legitimate options:
• If hardware and budget constraints permit, procure proper licensing or use Microsoft’s volume-activation tools and licensing processes. For specialized scenarios (e.g., IoT, embedded, or extended-support environments), engage Microsoft licensing teams to obtain compliant solutions. Using unsupported activation workarounds risks security, compliance and operational continuity.

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Legal, security and reputational risks: a clear-eyed assessment​

• Legal exposure: Tools that bypass license verification violate Microsoft’s license terms and might also contravene local laws. Organizations relying on non‑official activation methods risk contractual and legal consequences if audited.
• Security risk: Community activation scripts often require elevated privileges and remote downloads. Supply-chain attacks, trojanized mirrors, or malicious forks can compromise systems. Even when scripts are “open‑source,” mirrored or repackaged installers distributed through less‑trusted channels are a real threat.
• Operational fragility: Microsoft’s servicing model changes behavior across cumulative updates. A solution that relies on a fragile internal detail of setup or SPP is likely to break unpredictably, causing mass activation disruptions after routine updates.
• Enterprise risk: Relying on non‑official activation can jeopardize relationships with vendors, break compliance with procurement and procurement audits, and complicate support agreements.

MAS and similar projects can be interesting technical artifacts to study, but running them in production carries material risk. The maintainers themselves have evolved the project as Microsoft hardened the platform, and their documentation reflects that reality.

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Why Microsoft’s change is reasonable — and why it matters​

From Microsoft’s perspective, removing or changing legacy ticket-carrying behavior is a legitimate hardening step. The gatherosstate flow was never intended to be a mechanism for indefinite offline activation; it served upgrade scenarios. When tools are misused at scale to bypass license checks, the vendor response is to tighten the assumptions and reduce attack surface. For IT pros, the practical implication is that vendors will protect their activation and licensing surfaces, and gray-market workarounds will be brittle.
For the Windows ecosystem, that outcome reduces a class of abuse, but it also forces administrators and power users to rely on supported activation methods and to invest in proper license management practices. The cumulative updates that Microsoft released in late October and mid‑November consolidated preview fixes and improvements designed to stabilize and secure upgrade and servicing scenarios; one side effect is that community hacks that exploited upgrade artifacts no longer behave the same way.

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What remains uncertain / Unverified claims to watch​

• Some community narratives claim MAS publicly “dropped KMS38 in MAS v3.8.” The MAS changelog and repository history document a long series of adaptations and show a pivot away from relying on gatherosstate, but locating a single canonical, timestamped maintainer proclamation that labels KMS38 as fully removed requires careful look at repository tags, mirrors, and release notes. Repository commits, changelog entries and the MAS website collectively show the project adapting; however, readers should treat a single-line “full drop” claim with caution unless it’s a visible signed release artifact or a maintainer post in the project’s primary distribution channel. Where possible, rely on the project’s official pages or repository tags for release-specific claims.
• Claims that a specific Windows build (for example, build numbers cited in some community threads) permanently removed an earlier gatherosstate binary from all installation media should be validated against Microsoft’s official file listings for the KBs and the Update Catalog payloads. Microsoft’s KB pages list file manifests for cumulative packages; if you require an absolute technical audit, compare those manifests before and after the relevant KBs. The public KB pages and the Microsoft update catalog are the definitive artifacts for that verification.

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Recommendations (short, actionable)​

• If you manage systems that used KMS38 or any unofficial activation method, assume the behavior is no longer reliable on updated builds and plan for remediation.
• Audit your fleet for activation status and installed KBs (especially KB5067036, KB5068861, KB5067112).
• For imaging pipelines: validate updated install media and the sequence you apply servicing updates; test upgrades and repairs in an isolated lab before broad rollouts.
• Stop using or distributing unofficial activation tools in production environments; instead, seek proper licensing or consult Microsoft licensing channels for compliant alternatives.
• Keep backups of critical system state and test rollbacks where appropriate before applying large cumulative updates.

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Conclusion​

Microsoft’s November 2025 cumulative updates and prior servicing changes have materially altered the behavior that KMS38 exploited. The community activation project MAS documented and adapted to these changes, moving emphasis toward HWID and other methods, while Microsoft’s KBs and independent coverage confirm the November rollups folded in the October preview fixes that precipitated the change. The practical reality is simple: activation hacks rooted in upgrade-tool behavior are fragile once the vendor updates the upgrade tools and installation images. For responsible IT operations, the only durable path is compliant licensing and robust imaging and update practices.

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Source: Neowin Microsoft axes popular free Windows 11/10 KMS activation hack that worked without internet