Setup fails with error code: 0x80888002 - 0x40008


kjlkjadfasdfasd

Well-known member
Local time
11:49 AM
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25
OS
Windows 10 Pro
Hi,

I have a Win10 22H2 desktop that has UEFI/Secure Boot, no TPM, and an Intel Core i7-6800K CPU, which does support SSE4.2 extensions. I am trying to upgrade this to Win11 24H2. I created the 24H2 media by using UUPdump. I do have the AllowUpgradesWithUnsupportedTPMOrCPU key set. I'm trying to run the setup within the existing Win10 installation, but I get the error in the title above. I am using the "setup.exe /product server" switch, which I know bypasses the checks. I even did an ISO with Rufus explicitly picking the options to bypass the checks, but I get the exact same result.

What's even weirder is this worked fine within a VMware Workstation Windows 11 23H2 VM on this same machine! That upgrade to 24H2 was seamless. The VM has UEFI Secure Boot but no TPM (confirmed by checking tpm.msc). So it worked flawlessly on the same hardware in a VM but not on the hardware itself.

Anyone have a clue what I am doing wrong or how to get this upgraded?

Thanks
 

My Computers

System One System Two

  • OS
    Windows 10 Pro
    Computer type
    PC/Desktop
    Manufacturer/Model
    built myself
    CPU
    Intel Core i7 10700K
    Motherboard
    MSI Z490-A Pro
    Graphics Card(s)
    Intel UHD Graphics 630
    Antivirus
    Microsoft Defender
    Other Info
    TPM 2.0
  • Operating System
    Windows 11 Pro
    Computer type
    PC/Desktop
    Manufacturer/Model
    built myself
    CPU
    Intel Core i7 6800K
    Motherboard
    Asus X99-E
    Graphics card(s)
    NVIDIA GeForce GTX 1050 Ti
    Antivirus
    Microsoft Defender
    Other Info
    no TPM
Someone will correct me if I'm wrong, but it's my understanding 24h2 will not install without SSE4.2 even if you bypass the other requirements. See @Bree post here.
 

My Computers

System One System Two

  • OS
    Windows 11 Pro 23H2 22631.4037
    Computer type
    PC/Desktop
    Manufacturer/Model
    Dell Optiplex 7080
    CPU
    i9-10900 10 core 20 threads
    Motherboard
    DELL 0J37VM
    Memory
    32 gb
    Graphics Card(s)
    none-Intel UHD Graphics 630
    Sound Card
    Integrated Realtek
    Monitor(s) Displays
    Benq 27
    Screen Resolution
    2560x1440
    Hard Drives
    1tb Solidigm m.2 nvme+256gb SKHynix m.2 nvme /External +512gb Samsung m.2 sata+1tb Kingston m2.nvme
    PSU
    500w
    Case
    MT
    Cooling
    Dell Premium
    Keyboard
    Logitech wired
    Mouse
    Logitech wireless
    Internet Speed
    so slow I'm too embarrassed to tell
    Browser
    Firefox
    Antivirus
    Defender+MWB Premium
  • Operating System
    Windows 10 Pro 22H2 19045.3930
    Computer type
    PC/Desktop
    Manufacturer/Model
    Dell Optiplex 9020
    CPU
    i7-4770
    Memory
    24 gb
    Monitor(s) Displays
    Benq 27
    Screen Resolution
    2560x1440
    Hard Drives
    256 gb Toshiba BG4 M.2 NVE SSB and 1 tb hdd
    PSU
    500w
    Case
    MT
    Cooling
    Dell factory
    Mouse
    Logitech wireless
    Keyboard
    Logitech wired
    Internet Speed
    still not telling
    Browser
    Firefox
    Antivirus
    Defender+MWB Premium
Someone will correct me if I'm wrong, but it's my understanding 24h2 will not install without SSE4.2 even if you bypass the other requirements.
You're not wrong, but the OP's Intel Core i7-6800K does have SSE4.2.
 
Last edited:

My Computers

System One System Two

  • OS
    Windows 11 Home
    Computer type
    Laptop
    Manufacturer/Model
    Acer Aspire 3 A315-23
    CPU
    AMD Athlon Silver 3050U
    Memory
    8GB
    Graphics Card(s)
    Radeon Graphics
    Monitor(s) Displays
    laptop screen
    Screen Resolution
    1366x768 native resolution, up to 2560x1440 with Radeon Virtual Super Resolution
    Hard Drives
    1TB Samsung EVO 870 SSD
    Internet Speed
    50 Mbps
    Browser
    Edge, Firefox
    Antivirus
    Defender
    Other Info
    fully 'Windows 11 ready' laptop. Windows 10 C: partition migrated from my old unsupported 'main machine' then upgraded to 11. A test migration ran Insider builds for 2 months. When 11 was released on 5th October it was re-imaged back to 10 and was offered the upgrade in Windows Update on 20th October. Windows Update offered the 22H2 Feature Update on 20th September 2022. It got the 23H2 Feature Update on 4th November 2023 through Windows Update.

    My SYSTEM THREE is a Dell Latitude 5410, i7-10610U, 32GB RAM, 512GB NVMe ssd, supported device running Windows 11 Pro (and all my Hyper-V VMs).

    My SYSTEM FOUR is a 2-in-1 convertible Lenovo Yoga 11e 20DA, Celeron N2930, 8GB RAM, 256GB ssd. Unsupported device: currently running Win10 Pro, plus Win11 Pro RTM and Insider Dev, Beta, and RP 24H2 as native boot vhdx.

    My SYSTEM FIVE is a Dell Latitude 3190 2-in-1, Pentium Silver N5030, 4GB RAM, 512GB NVMe ssd, supported device running Windows 11 Pro, plus the Insider Beta, Dev, Canary, and Release Preview builds as a native boot .vhdx.
  • Operating System
    Windows 11 Pro
    Computer type
    Laptop
    Manufacturer/Model
    Dell Lattitude E4310
    CPU
    Intel® Core™ i5-520M
    Motherboard
    0T6M8G
    Memory
    8GB
    Graphics card(s)
    (integrated graphics) Intel HD Graphics
    Screen Resolution
    1366x768
    Hard Drives
    500GB Crucial MX500 SSD
    Browser
    Firefox, Edge
    Antivirus
    Defender
    Other Info
    unsupported machine: Legacy bios, MBR, TPM 1.2, upgraded from W10 to W11 using W10/W11 hybrid install media workaround. In-place upgrade to 22H2 using ISO and a workaround. Feature Update to 23H2 by manually installing the Enablement Package. Also running Insider Beta, Dev, and Canary builds as a native boot .vhdx.

    My SYSTEM THREE is a Dell Latitude 5410, i7-10610U, 32GB RAM, 512GB NVMe ssd, supported device running Windows 11 Pro (and all my Hyper-V VMs).

    My SYSTEM FOUR is a 2-in-1 convertible Lenovo Yoga 11e 20DA, Celeron N2930, 8GB RAM, 256GB ssd. Unsupported device: currently running Win10 Pro, plus Win11 Pro RTM and Insider Dev, Beta, and RP 24H2 as native boot vhdx.

    My SYSTEM FIVE is a Dell Latitude 3190 2-in-1, Pentium Silver N5030, 4GB RAM, 512GB NVMe ssd, supported device running Windows 11 Pro, plus the Insider Beta, Dev, Canary, and Release Preview builds as a native boot .vhdx.

My Computers

System One System Two

  • OS
    Windows 10 Pro
    Computer type
    PC/Desktop
    Manufacturer/Model
    built myself
    CPU
    Intel Core i7 10700K
    Motherboard
    MSI Z490-A Pro
    Graphics Card(s)
    Intel UHD Graphics 630
    Antivirus
    Microsoft Defender
    Other Info
    TPM 2.0
  • Operating System
    Windows 11 Pro
    Computer type
    PC/Desktop
    Manufacturer/Model
    built myself
    CPU
    Intel Core i7 6800K
    Motherboard
    Asus X99-E
    Graphics card(s)
    NVIDIA GeForce GTX 1050 Ti
    Antivirus
    Microsoft Defender
    Other Info
    no TPM
Correct, CPU-Z shows my CPU has it.

My post that glasskuter linked to does however describe the only way I've found so far to do an in-place upgrade to 24H2. That is to make hybrid install media, taking a 23H2 install USB (for which the appraserres.dll workaround still works) and replacing the install.wim (or install.esd) in the sources folder with the one from the 24H2 install media. See my post for more details.
 

My Computers

System One System Two

  • OS
    Windows 11 Home
    Computer type
    Laptop
    Manufacturer/Model
    Acer Aspire 3 A315-23
    CPU
    AMD Athlon Silver 3050U
    Memory
    8GB
    Graphics Card(s)
    Radeon Graphics
    Monitor(s) Displays
    laptop screen
    Screen Resolution
    1366x768 native resolution, up to 2560x1440 with Radeon Virtual Super Resolution
    Hard Drives
    1TB Samsung EVO 870 SSD
    Internet Speed
    50 Mbps
    Browser
    Edge, Firefox
    Antivirus
    Defender
    Other Info
    fully 'Windows 11 ready' laptop. Windows 10 C: partition migrated from my old unsupported 'main machine' then upgraded to 11. A test migration ran Insider builds for 2 months. When 11 was released on 5th October it was re-imaged back to 10 and was offered the upgrade in Windows Update on 20th October. Windows Update offered the 22H2 Feature Update on 20th September 2022. It got the 23H2 Feature Update on 4th November 2023 through Windows Update.

    My SYSTEM THREE is a Dell Latitude 5410, i7-10610U, 32GB RAM, 512GB NVMe ssd, supported device running Windows 11 Pro (and all my Hyper-V VMs).

    My SYSTEM FOUR is a 2-in-1 convertible Lenovo Yoga 11e 20DA, Celeron N2930, 8GB RAM, 256GB ssd. Unsupported device: currently running Win10 Pro, plus Win11 Pro RTM and Insider Dev, Beta, and RP 24H2 as native boot vhdx.

    My SYSTEM FIVE is a Dell Latitude 3190 2-in-1, Pentium Silver N5030, 4GB RAM, 512GB NVMe ssd, supported device running Windows 11 Pro, plus the Insider Beta, Dev, Canary, and Release Preview builds as a native boot .vhdx.
  • Operating System
    Windows 11 Pro
    Computer type
    Laptop
    Manufacturer/Model
    Dell Lattitude E4310
    CPU
    Intel® Core™ i5-520M
    Motherboard
    0T6M8G
    Memory
    8GB
    Graphics card(s)
    (integrated graphics) Intel HD Graphics
    Screen Resolution
    1366x768
    Hard Drives
    500GB Crucial MX500 SSD
    Browser
    Firefox, Edge
    Antivirus
    Defender
    Other Info
    unsupported machine: Legacy bios, MBR, TPM 1.2, upgraded from W10 to W11 using W10/W11 hybrid install media workaround. In-place upgrade to 22H2 using ISO and a workaround. Feature Update to 23H2 by manually installing the Enablement Package. Also running Insider Beta, Dev, and Canary builds as a native boot .vhdx.

    My SYSTEM THREE is a Dell Latitude 5410, i7-10610U, 32GB RAM, 512GB NVMe ssd, supported device running Windows 11 Pro (and all my Hyper-V VMs).

    My SYSTEM FOUR is a 2-in-1 convertible Lenovo Yoga 11e 20DA, Celeron N2930, 8GB RAM, 256GB ssd. Unsupported device: currently running Win10 Pro, plus Win11 Pro RTM and Insider Dev, Beta, and RP 24H2 as native boot vhdx.

    My SYSTEM FIVE is a Dell Latitude 3190 2-in-1, Pentium Silver N5030, 4GB RAM, 512GB NVMe ssd, supported device running Windows 11 Pro, plus the Insider Beta, Dev, Canary, and Release Preview builds as a native boot .vhdx.
If the upgrade works in a VM, but fails on a physical PC -- it could be cause by several factors:
- Driver incompatibility
- Recovery partition (if it exists) isn't large enough to accomodate the upgrade changes.

Extended error code 0x40008 translates to an OOBE phase error with SP_EXECUTION_OP_PREPARE_SAFE_OS (Recovery partition).
 

My Computer

System One

  • OS
    Windows 7
EDIT: Please ignore my post below. I meant to paste this into another thread. I had too many threads open and once and pasted into the wrong case :-)

LOL. Just responded to someone else with this. Try what I suggest at this link this, it should allow you to upgrade.

 

My Computers

System One System Two

  • OS
    Win11 Pro 24H2
    Computer type
    PC/Desktop
    Manufacturer/Model
    Kamrui Mini PC, Model CK10
    CPU
    Intel i5-12450H
    Memory
    32GB
    Graphics Card(s)
    No GPU - Built-in Intel Graphics
    Sound Card
    Integrated
    Monitor(s) Displays
    HP Envy 32
    Screen Resolution
    2560 x 1440
    Hard Drives
    1 x 2TB NVMe SSD
    1 x 4TB NVMe SSD
    1 x 4TB 2.5" SSD
    PSU
    120W "Brick"
    Keyboard
    Corsair K70 Mechanical Keyboard
    Mouse
    Logitech MX Master 3
    Internet Speed
    1Gb Up / 1 Gb Down
    Browser
    Edge
    Antivirus
    Windows Defender
  • Operating System
    Win11 Pro 23H2
    Computer type
    Laptop
    Manufacturer/Model
    Lenovo ThinkBook 13x Gen 2
    CPU
    Intel i7-1255U
    Memory
    16 GB
    Graphics card(s)
    Intel Iris Xe Graphics
    Sound Card
    Realtek® ALC3306-CG codec
    Monitor(s) Displays
    13.3-inch IPS Display
    Screen Resolution
    WQXGA (2560 x 1600)
    Hard Drives
    2 TB 4 x 4 NVMe SSD
    PSU
    USB-C / Thunderbolt 4 Power / Charging
    Mouse
    Buttonless Glass Precision Touchpad
    Keyboard
    Backlit, spill resistant keyboard
    Internet Speed
    1Gb Up / 1Gb Down
    Browser
    Edge
    Antivirus
    Windows Defender
    Other Info
    WiFi 6e / Bluetooth 5.1 / Facial Recognition / Fingerprint Sensor / ToF (Time of Flight) Human Presence Sensor
Hello!
As discussed my in many threads about installing Windows 11 on unsupported machines, it is not enough to bypass compatibility check. You must prevent any hidden online check by disconnecting from the Internet. In the first Windows 11 version 21H2 you could bypass compatibility check and upgrade to 22H2. However, Microsoft tried to prevent this in 23H2 and newer by doing a hidden compatibility check during the upgrade, no matter if you have already bypassed the original check. I have confirmed in more than ten unsupported computers, if you leave the computer connected to the internet, the upgrade will fail after about 70% of the first stage (before any restart). If you disconnect from the internet and stay offline the whole time, Setup cannot do this hidden online compatibility check and just lets you proceed to the next stage. By staying offline you also prevent Windows Update from messing with your working drivers or installing updates which could interfere and cause BSOD. I only reconnect to the internet after the whole upgrade is complete, I see my desktop and I confirm I have a new version by pressing Win+R and running the winver utility. Try again this time without internet connection.

Warning: If you upgrade an UEFI installation (GPT) you should have no issues, but for us that have a Legacy BIOS (MBR) 23H2 installation, the new Windows bootloader in 24H2 no longer supports Legacy booting! Make sure you have a hybrid Windows 10/11 or Windows 11 23H2/24H2 USB flash drive so you can boot from it and reinstall the 23H2 of Windows bootloader to make the system bootable again! To create the hybrid drive make a standard Windows 10 64-bit or Windows 11 23H2 USB flash drive and then replace the file sources\install.wim or sources\install.esd with the respective file from Windows 11 24H2 ISO. Going from .wim to .esd or vice versa still works, it doesn't have to be the same format.
 

My Computers

System One System Two

  • OS
    Windows 11 Pro 23H2 (build 22631.4112)
    Computer type
    Laptop
    Manufacturer/Model
    Acer Extensa 5630EZ
    CPU
    Mobile DualCore Intel Core 2 Duo T7250, 2000 MHz
    Motherboard
    Acer Extensa 5630
    Memory
    4GB
    Graphics Card(s)
    Mobile Intel(R) GMA 4500M (Mobile 4 series)
    Sound Card
    Realtek ALC268 @ Intel 82801IB ICH9 - High Definition Audio Controller
    Monitor(s) Displays
    1
    Screen Resolution
    1280x800
    Hard Drives
    Samsung SSD 850 EVO 250GB SATA Device (250 GB, SATA-III)
    Internet Speed
    VDSL 50 Mbps
    Browser
    MICROSOFT EDGE
    Antivirus
    WINDOWS DEFENDER
    Other Info
    Legacy MBR installation, no TPM, no Secure Boot, no WDDM 2.0 graphics drivers, cannot get more unsupported ;) This is only my test laptop. I had installed Windows 11 here before upgrading my main PC. For my main PC I use everyday see my 2nd system specs.
  • Operating System
    Windows 11 Pro v23H2 (build 22631.4112)
    Computer type
    PC/Desktop
    Manufacturer/Model
    Custom-built PC
    CPU
    Intel Core-i7 3770 3.40GHz s1155 (3rd generation)
    Motherboard
    Asus P8H61 s1155 ATX
    Memory
    2x Kingston Hyper-X Blu 8GB DDR3-1600
    Graphics card(s)
    Gainward NE5105T018G1-1070F (nVidia GeForce GTX 1050Ti 4GB GDDR5)
    Sound Card
    Realtek HD audio (ALC887)
    Monitor(s) Displays
    Sony Bravia KDL-19L4000 19" LCD TV via VGA
    Screen Resolution
    1440x900 32-bit 60Hz
    Hard Drives
    WD Blue SA510 2.5 1000GB SSD as system disk, Western Digital Caviar Purple 4TB SATA III (WD40PURZ) as second
    PSU
    Thermaltake Litepower RGB 550W Full Wired
    Case
    SUPERCASE MIDI-TOWER
    Cooling
    Deepcool Gamma Archer CPU cooler, 1x 8cm fan at the back
    Mouse
    Sunnyline OptiEye PS/2
    Keyboard
    Mitsumi 101-key PS/2
    Internet Speed
    100Mbps
    Browser
    Microsoft Edge, Mozilla Firefox
    Antivirus
    Microsoft Windows Defender
    Other Info
    Legacy BIOS (MBR) installation, no TPM, no Secure Boot, WDDM 3.0 graphics drivers, WEI score 7.4
Hello!
As discussed my in many threads about installing Windows 11 on unsupported machines, it is not enough to bypass compatibility check. You must prevent any hidden online check by disconnecting from the Internet. In the first Windows 11 version 21H2 you could bypass compatibility check and upgrade to 22H2. However, Microsoft tried to prevent this in 23H2 and newer by doing a hidden compatibility check during the upgrade, no matter if you have already bypassed the original check. I have confirmed in more than ten unsupported computers, if you leave the computer connected to the internet, the upgrade will fail after about 70% of the first stage (before any restart). If you disconnect from the internet and stay offline the whole time, Setup cannot do this hidden online compatibility check and just lets you proceed to the next stage. By staying offline you also prevent Windows Update from messing with your working drivers or installing updates which could interfere and cause BSOD. I only reconnect to the internet after the whole upgrade is complete, I see my desktop and I confirm I have a new version by pressing Win+R and running the winver utility. Try again this time without internet connection.
If you have a known unsupported PC, can you try this hack instead of disconnecting the network? This disables NCSI active probing which breaks the Internet connectivity test ("broken globe"). Your network continues to work perfectly, but now Windows thinks your PC is unreachable. Several MS & Windows services (WU, OneDrive) will stop trying to talk to MS while the status is marked "down".

1. Disable NCSI active probing:
Code:
reg add "HKLM\SYSTEM\CurrentControlSet\Services\NlaSvc\Parameters\Internet" /v EnableActiveProbing /t REG_DWORD /d 0 /f
reg add "HKLM\Software\Policies\Microsoft\Windows\NetworkConnectivityStatusIndicator" /v NoActiveProbe /t REG_DWORD /d 1 /f
net stop netman && net start netman

2. Perform upgrade.

3. Re-enable probing:
Code:
reg add "HKLM\SYSTEM\CurrentControlSet\Services\NlaSvc\Parameters\Internet" /v EnableActiveProbing /t REG_DWORD /d 1 /f
reg add "HKLM\Software\Policies\Microsoft\Windows\NetworkConnectivityStatusIndicator" /v NoActiveProbe /t REG_DWORD /d 0 /f
net stop netman && net start netman
 

My Computer

System One

  • OS
    Windows 7
I could try it next time I install Windows 11 on unsupported PC.
 

My Computers

System One System Two

  • OS
    Windows 11 Pro 23H2 (build 22631.4112)
    Computer type
    Laptop
    Manufacturer/Model
    Acer Extensa 5630EZ
    CPU
    Mobile DualCore Intel Core 2 Duo T7250, 2000 MHz
    Motherboard
    Acer Extensa 5630
    Memory
    4GB
    Graphics Card(s)
    Mobile Intel(R) GMA 4500M (Mobile 4 series)
    Sound Card
    Realtek ALC268 @ Intel 82801IB ICH9 - High Definition Audio Controller
    Monitor(s) Displays
    1
    Screen Resolution
    1280x800
    Hard Drives
    Samsung SSD 850 EVO 250GB SATA Device (250 GB, SATA-III)
    Internet Speed
    VDSL 50 Mbps
    Browser
    MICROSOFT EDGE
    Antivirus
    WINDOWS DEFENDER
    Other Info
    Legacy MBR installation, no TPM, no Secure Boot, no WDDM 2.0 graphics drivers, cannot get more unsupported ;) This is only my test laptop. I had installed Windows 11 here before upgrading my main PC. For my main PC I use everyday see my 2nd system specs.
  • Operating System
    Windows 11 Pro v23H2 (build 22631.4112)
    Computer type
    PC/Desktop
    Manufacturer/Model
    Custom-built PC
    CPU
    Intel Core-i7 3770 3.40GHz s1155 (3rd generation)
    Motherboard
    Asus P8H61 s1155 ATX
    Memory
    2x Kingston Hyper-X Blu 8GB DDR3-1600
    Graphics card(s)
    Gainward NE5105T018G1-1070F (nVidia GeForce GTX 1050Ti 4GB GDDR5)
    Sound Card
    Realtek HD audio (ALC887)
    Monitor(s) Displays
    Sony Bravia KDL-19L4000 19" LCD TV via VGA
    Screen Resolution
    1440x900 32-bit 60Hz
    Hard Drives
    WD Blue SA510 2.5 1000GB SSD as system disk, Western Digital Caviar Purple 4TB SATA III (WD40PURZ) as second
    PSU
    Thermaltake Litepower RGB 550W Full Wired
    Case
    SUPERCASE MIDI-TOWER
    Cooling
    Deepcool Gamma Archer CPU cooler, 1x 8cm fan at the back
    Mouse
    Sunnyline OptiEye PS/2
    Keyboard
    Mitsumi 101-key PS/2
    Internet Speed
    100Mbps
    Browser
    Microsoft Edge, Mozilla Firefox
    Antivirus
    Microsoft Windows Defender
    Other Info
    Legacy BIOS (MBR) installation, no TPM, no Secure Boot, WDDM 3.0 graphics drivers, WEI score 7.4

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