A year ago I built a new machine and purchased "Microsoft Windows Vista Ultimate SP1 64-bit for System Builders - OEM" from NewEgg.com. I would like to upgrade to Windows 7 64-bit but I also need to a run a 32-bit Windows 7 virtual machine (inside VMware) to use some VPN software that isn't supported on Windows 64. Can I purchase an upgrade license for Windows 7 and still install 64-bit for my host OS and 32-bit for the guest OS inside the VM? Based on the Windows 7 SKUs over at NewEgg it looks like the OEM licenses are for either 32-bit OR 64-bit but not both.

UPDATE: Thanks to Wil and Molly for the answers they've posted. I have applied strike-through to my incorrect assumption below. Unfortunately the accepted answer to the question linked below is NOT correct and I have posted a comment encouraging that a different answer be accepted.

With respect to the legality of running Windows 7 as both host OS and guest OS inside of a VMware, I already found this helpful article that indicates it's legal, so no concerns there.

How does Windows 7 licensing work for running the OS as Virtual Machines?


As for the question in the title, you pay for an upgrade of Windows Vista to Windows 7, not a platform (x86-32 bit / x64-64 bit), you can use either.

As for what you have written in the question, your licence entitles you to one copy of Windows and you are not allowed to use it inside a virtual machine.

If you do a lot of testing or programming, you may want to take advantage of either a Technet or MSDN licence which will allow you to install as many copies of many editions of Windows for either testing or development.

In addition, you may be able to use Windows XP Mode in Windows 7 (If you buy Professional, Enterprise or ultimate) so you may get away with just a single upgrade.

  • That's a good idea. I have a trial of Windows 7 Enterprise that I can install in a VM in 64-bit mode. I'll install the VPN software there and test it in XP mode. Thanks! – cliff.meyers Jan 15 '10 at 5:36

you can install either the x64 or the x86 version from your upgrade disk and then activate your installation, once activated you can't use the other version.

as for the link you posted regarding the legality of using multiple VMs with a single license, the quote refers to MS Software Assurance clients who have far more privileges (and expenses) than the normal retail customer, nevermind the OEM version you're seeking to buy.

  • You can use the other one, you can reinstall as frequently as you like, you are licences to use either 32-bit or 64-bit... you may have to explain to Microsoft if you do it to often on different hardware, but for the same hardware, you can usually do it at least 2-3 times a month without problem. – William Hilsum Jan 15 '10 at 2:56

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