How to upgrade an 'incompatible' Windows 10 PC to Windows 11: Two ways

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Update: As of October 1, 2024, Microsoft has made it more difficult to bypass these compatibility checks, but there are workarounds for most modern PCs. Some older devices, especially those built using AMD processors, might be out of luck, however. I've updated the instructions in this post to account for the changes. 

On October 14, 2025, Microsoft will stop delivering security updates to your Windows 10 PC unless you're willing to pay an exorbitant price to join the Extended Security Updates program. 

Also: Microsoft will start charging for Windows 10 updates next year. Here's how much

If you try to upgrade to Windows 11 on a PC that's more than a few years old, you'll be told -- in no uncertain terms -- that your old PC doesn't qualify because its CPU isn't on the official list of compatible processors. Microsoft has made it abundantly clear that it will not revise those requirements. You will also hit roadblocks if your PC doesn't have a Trusted Platform Module (TPM) version 2.0.

That might be the official policy, but -- as with everything Windows-related -- it pays to read the fine print. 

Those pesky restrictions prevent you from automatically upgrading to Windows 11 using Windows Update or the Windows 11 Installation Assistant. Yet there are fully supported workarounds for most PCs that are capable of running Windows 10, as I document in ZDNET's Windows 11 FAQ. 

Also: You can still upgrade old PCs to Windows 11, even if Microsoft says no: Readers prove it

Of course, everything in this article requires that you be signed in as an administrator on the PC you want to upgrade.

Which option should you choose?

Please don't skip over this section. To take advantage of the workaround described in option 1 below, your computer must meet all the other requirements for Windows 11.

It must be configured to start up using UEFI, not a legacy BIOS configuration.Secure Boot must be supported, although it does not need to be enabled. (But seriously, folks, you should enable it.)A TPM must be enabled; version 1.2 is OK, but a system without any TPM or with the TPM disabled will fail.

To check these details on a PC you're considering upgrading, run the System Information utility, Msinfo32.exe, and look at the System Summary page. Pay special attention to the BIOS Mode value. If it says "Legacy," you'll need to reconfigure your system to UEFI mode (and convert your system disk from MBR to GPT partitioning) before you can install Windows 11 as a normal upgrade.

To see whether your PC has a TPM enabled, run the Trusted Platform Module Management tool, Tpm.msc. If your computer includes a TPM and it's turned on, this app will display information about it. If there's no TPM, or if the TPM is disabled in firmware settings, you'll see a message that says "Compatible TPM cannot be found."

Also: Your Windows 10 PC can't be upgraded? You have 5 options before support ends in 2025

If you're unable (or unwilling) to change from Legacy BIOS to UEFI, or if you have an older PC that doesn't have a TPM option at all, you'll need to use an undocumented hack that allows you to bypass the compatibility checks and complete the upgrade. See option 2 at the end of this post for details on how to use the free Rufus utility to perform this upgrade.

Note that a new set of restrictions, introduced as part of the Windows 11, version 24H2 update, require a CPU that supports specific instructions -- SSE4.2 and PopCnt. Most PCs with Intel CPUs that are from 2009 or later will meet this standard. AMD CPUs from 2013 or later should also meet these requirements. For details, see "Microsoft blocked your Windows 11 upgrade? This trusty tool can (probably) fix that."

If you plan to perform a clean installation of Windows 11, you can boot from installation media and run Windows Setup. That option skips the CPU compatibility check completely (but still requires a TPM and Secure Boot support). After the installation completes, you'll need to reinstall all your apps, restore your data files, and tweak settings to personalize your system preferences.

Want to avoid all that hassle? Choose the option that's appropriate for your hardware.

Option 1: Use this simple registry edit

Bypass CPU checks and accept any TPM version with this registry edit. This process requires four steps.

Screenshot by Ed Bott/ZDNET

Click OK to save your change, and then restart your PC.

Option 2: Use the free Rufus utility 

On older PCs without a TPM and on PCs that don't support Secure Boot, you'll need to use an undocumented hack to bypass the compatibility checker. You can do this manually by replacing the Appraiserres.dll file (in the Sources subfolder on the Windows 11 installer drive) with a zero-byte version and then making a series of registry edits. But it's simpler to use the free, open-source Rufus utility to make a USB drive that includes this file.

Important note: In early October 2024, Microsoft made some changes to its compatibility checking tools. Those changes prevent Rufus version 4.5 or earlier from working properly. Make sure you have version 4.6 or later, which incorporates the necessary changes. For details of how the new version works, see "Microsoft blocked your Windows 11 upgrade? This just-released tool can get the job done." In addition, be aware that using Rufus will not allow you to bypass the new CPU restrictions that require SSE4.2 and PopCnt instruction support.

Also: Why Windows 11 requires a TPM - and how to get around that

To get started, you'll need to download the Windows 11 ISO and supply a USB flash drive of at least 16 GB in size. You will reformat this drive as part of the process, so back up any data on that drive first.

Download Rufus from the developer's site and run the app. (The version of Rufus available from the Microsoft Store will not work for this task.)   Choose the USB drive and then choose the "Disk or ISO image" option.Click the Select button, choose the Windows 11 ISO you downloaded earlier, and then click Start.In the Windows User Experience dialog, select the first checkbox to remove hardware requirements, as shown in the screenshot below.Click OK to begin creating the drive. Screenshot by Ed Bott/ZDNET

After Rufus successfully creates your installer, open that USB drive in File Explorer, and double-click Setup. 

As is the case with the other option, you'll see a warning about compatibility issues. It's a scare tactic. (For details on what that warning message really means, see "Is Microsoft really going to cut off security updates for your 'unsupported' Windows 11 PC?") After you click Accept on that dialog box, your upgrade should proceed without any serious issues. 

Also: Microsoft blocked your Windows 11 upgrade? This trusty tool can (probably) fix that

My ZDNET colleague Lance Whitney has more details on the other options available with Rufus in "How to install Windows 11 the way you want (and bypass Microsoft's restrictions)."  

If you've tried this upgrade, I want to hear about your experience. If it worked, please share the details. If you run into snags, send me an email so we can figure out what's going wrong. Be sure to include details -- the make and model of your PC and screenshots of any error messages. I've set up a special inbox just for this feedback: Win11Upgrade [at] realworldwindows.com.

This article was originally published on April 9, 2022, but has been updated multiple times since then. It was last updated on November 18, 2024.