Use OEM Version to Upgrade XP

How can I force an OEM version of Windows XP to install as an upgrade installation?
First, find your setupp.ini file in the i386 directory on your Windows XP CD. Open it up, it’ll look something like this:


The Pid value is what we’re in this for. What’s there now looks like a standard default, but that is no good. There are special numbers that determine if it’s a retail, OEM, or volume license edition. First, we must break down that number into two parts. The first five digits determines how the CD will behave, i.e. is it a retail CD that lets you clean install or upgrade, or an OEM CD that only lets you perform a clean install? The last three digits determine what CD key it will accept.

You are able to mix and match these values. For example you could make a Windows XP CD that acted like a retail CD, but then yet accepted OEM keys.
This is in my opinion a very useful tweak if done properly, so listen up!
Here are the individual values, the first and last values are interchangeable but you should keep them together:

  • Retail = 51882 335
  • Volume License = 51883 270
  • OEM = 82503 OEM

Now if you wanted a retail CD that accepted the retail CD key then you would use.


And if you wanted a retail CD that accepted OEM keys, you’d use:


You should remember that doing this might be considered illegal in Microsoft’s eyes so as such it’s not something I would recommend to do.

Warning!I’ve had some reader feedbacks suggesting the fact that after performing the steps described on this page they were in fact successful in installing XP, however they were no longer able to activate their machine. Some even went around and just formatted their hard disk.

Reader Feedback

Nick Barrett best describes this in his e-mail:

Just thought I would drop you a quick line about your page Although the information specified is correct and this does work as a method for upgrading using an OEM key. I have tried this and experienced a number of problems after installation while trying to activate the product. The activation wizard claims the code used is invalid although the OEM edition I was using was a brand new copy and the code was accepted at the point of installation just would not allow activation. Although the upgrade works, basically you just end up with a 30 day eval.

Regards, Nick Barrett

Please be advised that there is a possible risk of loosing your current installation along with any data found on your hard disk (that is – if you choose to format it).
Just to make myself clear – I claim no responsibility over any of your actions, and I will not and cannot be held responsible for any data loss, time loss, sleep loss, financial loss, hair loss, or any other problem or issue you might have after performing the above tip, or any other tip found on my site for that matter.
Reader Chris Megson has sent me the following comment, and I felt it’s worth updating the page with it:

I have tried this method and it does NOT activate. However the solution is simple. Once you have upgraded, simply boot from the ORIGINAL OEM CD and run a Windows Repair. Once it loads to a blue screen with 3 options, Enter – R – F3, you press ENTER, then F* to accept the license agreement, and then R to repair. The first R will take you to recovery console which you do not want to go to. Once the repair is finished, activation goes through without a hitch.

Thanks Chris!

Make your CD

After messing with the files as described in the tip you’ll need to re-create your CD and make it bootable, so you’ll be able to install Windows from it.
The best tool that I know of to help you create a bootable Windows CD is Bart’s BootCD. It’s well worth the effort and it’s free:
Bart’s way to create bootable CD-Roms (for Windows/Dos)