Upgrade 32 bit XP to 64 Bit Windows 7?

Dave McKeen

Senior Member
Hello! I have read the sticky notes and similar articles and have read forum posts, but none seem to address what I've encountered.

I had a project to completely rebuild a PC that had been running 32 bit XP Pro. The PC is used mostly as a NAS. My intention was to put 64 bit Windows 7 on the completed PC.

I failed.

I have two similar projects in the future to rebuild two PCs completely and would like to have them wind up running 64 bit Windows 7. Hopefully I can find out here how to do it right. I read a thread here where one member said it can not be done with an upgrade package of Windows 7.

By the way, I ran the Windows 7 Upgrade Advisor and was assured my new build could support both the 32 bit and the 64 bit version of Windows 7.

I collected components (below) and assembled the PC. I fired it up and ran MemTest 86+ V2.01 on it for a couple of hours. I set up the BIOS then tried to boot off of the 64 but Windows 7 upgrade CD. The screen indicated "copying files" then all activity ceased. Same for the 32 bit CD.

Figuring the upgrade CD needed to see a real OS installation I spent a day installing XP Pro all the way up to SP3 with virus and firewall protection. With XP running I put the 64 bit Windows 7 CD into the DVD drive. I got a message that said something like "This CD is incompatible with this operating system." So I installed 32 bit Windows 7 and now have it fairly well trained to do what I want.

[As an aside, the Windows 7 install =did= pick up drivers from the old OS before relegating the old Windows directory to Windows.old.]

I have two installs left on my Windows 7 Upgrade Family Pack. What should I do to wind up with 64 bit Windows 7 on the newly rebuilt PCs?
Thanks - Dave

PSU Antec EA-500 500W Max*.
DRAM G.Skill F2-8500CL5D-4GBPK 4GB (2 x 2GB) 240-Pin DDR2 SDRAM
GPU PNY VCG85512GXXB GeForce 8500 GT 512MB
Motherboard Foxconn ELA LGA775, P45
CPU Intel E6500 LGA775
HDD D0 Western Digital WD2500JD Caviar 250GB SATA*
Boot drive
HDD D1 Western Digital WD1001FALS Caviar 1TB 7200 RPM SATA 3.0 GB
HDD D2 Seagate ST3400832AS Barracuda 400GB 7200 RPM SATA*
Applications and misc.
DVD Drive Plextor PX-880SA 24X DVD±R DVD SATA
O/S Microsoft Windows 7 Home Premium Upgr Upgrade 1/3 of Family Pack
* Already on hand


Windows Forum Admin
Staff member
Premium Supporter
Microsoft MVP
Hi Dave,
after you installed xp back on your system did you then try to boot from disk? I think the reason why it refused the 64bit is because you can't upgrade from 32bit to 64bit as it has to be a clean install (as I'm sure your aware).
I'd try changing your boot order to CD/DVD first, HDD second and then try booting from the 64bit version again..
Just as a query, is your motherboard bios up to date?

Dave McKeen

Senior Member
Hi Kemical,

I thought I understood that I would be doing a clean install of Windows 7. But it it looks like one can do a "kind of clean" install. In other words it has to see an OS on the PC first before it will install. I chose to install Windows 7 after a complete rebuild of the PC exactly because it would be a "really clean" install (asking for the old product code for validation)!

I read and read and what I got from all that was to put the upgrade disk in the drive, let autorun do its thing and go from there. So that's what I did. I didn't even think of trying to boot straight from the 64 bit CD since I had already tried that before putting XP back on the computer. Do you think the upgrade would bother to look on the boot partition to see what was there? If it did and determined it would not install over a 32 bit XP I'd have been in the same boat.

My motherboard's BIOS is one rev old. Foxconn makes a huge deal out of not updating the BIOS unless it's to correct a known problem addressed in the release notes. So I didn't.

But it looks like the answer so far is that we're not sure if I can do an upgrade to 64 bit Windows 7 on a new bare machine or from a fresh 32 bit XP installation.

- Dave

Dave McKeen

Senior Member

After I finished completely rebuilding the PC I attempted to install Windows 7 from the upgrade media. When I inserted either the 32 bit or the 64 bit version I saw activity on my monitor indicating "Copying files...". In both cases it did that for less than a minute then stopped. Nothing more happened. I figured it would install then ask for the old XP product registration, but it didn't.

In all of this I have understood that I'm doing a clean install of Windows 7. The question is, what does the Windows 7 setup want to see on the target PC?

I am willing to start again from scratch. Guidance?

- Dave

Last edited:
What Drew stated worked for me also. Do just as he said. It is important not to put the CD key in, Activate, or ugrade during the load. When it is finished and the desktop is loaded then click on Update. It will then ask for the CD Key etc. If you put the CD Key in while loading it will not let you load on a clean Harddrive as the Full Version is ment for that.

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