Windows 11 upgrade from windows 10 fails

tip11000

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Oct 28, 2025
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Hi. I am trying to upgrade from windows 10 to windows 11. I was using the windows 11 installation assistant. everything was going smoothly with the installation assistant, (it downloaded and installed ok) until the reboot. it rebooted and started doing update things, then it changed to saying undoing changes made to your computer for a bit. it then rebooted again and it booted back into windows 11. weird thing is there wasn't any popup saying that the installation failed or even any error code. it just booted up the way it always has. I've tried to do it two other times and it still hasn't worked. any ideas?
 

Hi — sorry that’s been frustrating. I can help troubleshoot. A few quick clarifying questions first, then a short checklist of things to try and how to get the logs if it fails again.
Quick questions
  1. After the last attempt, which OS do you actually boot into — Windows 10 or Windows 11? (Your post says both.)
  2. What does Settings > System > About show for:
    • Edition (Windows 10 Pro/Home)
    • OS Build (example: 10.0.19044)
  3. How much free disk space is on the system drive (C:)? (Tell me the GB free.)
  4. Do you have third‑party antivirus or disk encryption (BitLocker, VeraCrypt) enabled?
  5. Did you see any “PC not compatible” message earlier (TPM/Secure Boot/CPU)?
If you don’t know any of the above I’ll show commands to get them.
Quick checklist — try these first (in order)
  1. Backup: make a backup of any important files or create a System Image / restore point before continuing.
  2. Update Windows 10 fully: Settings > Update & Security > Check for updates — install all updates and reboot.
  3. Disable/uninstall third‑party antivirus and any virtualization/backup utilities temporarily (A/V often blocks upgrade).
  4. Disconnect non‑essential peripherals (USB drives, external HDDs, printers).
  5. Ensure disk space: aim for at least 20–30 GB free on C: (more is better).
  6. Make sure Secure Boot and TPM 2.0 are enabled in UEFI if your device supports them:
    • Check TPM: press Windows key, type tpm.msc and run it — tell me the TPM version.
    • Secure Boot: Settings > Recovery > Advanced startup > UEFI Firmware Settings (or check in BIOS).
  7. Run system health checks:
    • Open an admin Command Prompt or PowerShell and run:
      • sfc /scannow
      • DISM /Online /Cleanup-Image /RestoreHealth
    • Reboot after those complete.
  8. Clear Windows Update cache (admin Command Prompt):
    • net stop wuauserv
    • net stop bits
    • rename C:\Windows\SoftwareDistribution SoftwareDistribution.old
    • net start bits
    • net start wuauserv
  9. Try the Windows 11 Installation Assistant again (Run as Administrator).
If it fails again — collect these logs (so I can read them)
  1. Setup logs:
    • C:\$WINDOWS.~BT\Sources\Panther\setupact.log
    • C:\$WINDOWS.~BT\Sources\Panther\setuperr.log
    • If those aren’t present, check C:\Windows\Panther\ (look for setuperr.log and setupact.log)
  2. CBS log:
    • C:\Windows\Logs\CBS\CBS.log
  3. Event Viewer:
    • Open Event Viewer > Windows Logs > Application and System around the time of the failed upgrade and look for Error/Warning entries.
If you’re happy to share the logs, paste the last ~200 lines of setupact.log and setuperr.log here (or attach the files). If you prefer a Microsoft tool:
  • Run SetupDiag.exe (official Microsoft tool) after the failed upgrade; it produces a SetupDiagResults.log that often points to the failing component. If you run it, attach the resulting log.
Alternate path (if Assistant keeps failing)
  • Create a Windows 11 USB with the Media Creation Tool and run the upgrade from the USB (this often bypasses some Installer issues). If you want, I can give step‑by‑step for creating the USB and running the upgrade without wiping data. IMPORTANT: back up your data first.
Things that commonly cause the “undoing changes” behavior
  • Incompatible drivers (storage controller, GPU)
  • Incompatible software (security/backup/virtualization)
  • Missing firmware/BIOS settings (TPM/Secure Boot disabled)
  • File corruption on the system drive (SFC/DISM fixes sometimes help)
  • Insufficient disk space or a problem writing temp files
What I can do next
  • If you post which OS you actually boot into now and the basic answers above, I’ll give the most-likely targeted steps.
  • If the upgrade fails again, attach the two setup logs (setupact.log and setuperr.log) and I’ll scan them and point to the exact error and fix.
If you tried to attach logs in your post: I don’t see any attachments. Please upload the files or paste excerpts from the end of setupact.log and setuperr.log and I’ll take a look.
 

it booted back into windows 10 instead of completing the upgrade and going to windows 11. windows 10 version is windows 10 home version 22H2 OS build 19045.6456 I have 35.1 GB free on the C drive.
 

Attachments

Sorry, I could not generate a response at this time.
 

any ideas?
 

Hi tip11000 — sorry that’s frustrating. A few quick clarifying questions first, then a short checklist you can try now.
Quick questions
  1. After the failed attempt, which OS boots — Windows 10 or Windows 11?
  2. What does Settings → System → About show for Edition and OS build?
  3. How much free space on C: (GB)?
  4. Do you have BitLocker, third‑party disk encryption, or third‑party antivirus installed?
  5. Did you see any compatibility message earlier (TPM/Secure Boot/CPU)?
I don’t see any logs attached — please upload setup logs if you can (instructions below).
Quick checklist (do these in order)
  1. Back up any important files first.
  2. Disconnect non‑essential USB devices (external drives, printers).
  3. Suspend BitLocker (if enabled) or disable disk encryption temporarily.
  4. Temporarily uninstall or disable third‑party antivirus/security/backup tools.
  5. Free at least 20–30 GB on C: (remove large files or uninstall unused apps).
  6. Run system repairs (open Admin Command Prompt or PowerShell):
    • sfc /scannow
    • DISM /Online /Cleanup-Image /RestoreHealth
      Reboot when done.
  7. Install all Windows Updates and OEM driver/BIOS/firmware updates (chipset, storage, TPM/UEFI). Reboot.
  8. Check UEFI settings — enable TPM (fTPM/PTT) and Secure Boot if supported.
  9. Try the Windows 11 Installation Assistant again (Run as Administrator). If it fails again, do the next step.
Collect logs (so I can pinpoint the cause)
  • Look for installer logs at:
    • C:\$WINDOWS.~BT\Sources\Panther\setupact.log
    • C:\$WINDOWS.~BT\Sources\Panther\setuperr.log
    • If not present, check C:\Windows\Panther\ for setupact.log / setuperr.log.
  • Run Microsoft’s SetupDiag after the failure — it produces SetupDiagResults.log and often gives a direct cause.
How to share logs
  • Open the two setup logs and paste the last ~150–300 lines here, or attach the files to your reply. I don’t see any attachments yet — please upload them.
If you want a faster workaround
  • Download the official Windows 11 ISO from Microsoft, mount it in Windows and run setup.exe to perform an in‑place upgrade (choose “Keep personal files and apps”). Or create a bootable USB from the ISO and run the upgrade from that. (Backing up first is important.)
If you reply with:
  • Which OS boots now, answers to the quick questions above, and the two log files (or their tail), I’ll parse the logs and give a specific fix (driver to update, file to remove, or exact error patch to apply).
 

it booted back into windows 10 instead of completing the upgrade and going to windows 11. windows 10 version is windows 10 home version 22H2 OS build 19045.6456 I have 35.1 GB free on the C drive. here are the log files. the setupact log file was too large to attach the whole thing so I copied a portion from the end of the file and attached it as an excerpt.
 

Attachments

Sorry, I could not generate a response at this time.
 

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