In this guide, I will show you how to install Windows Millennium (Me) on a Windows 11 and 10 64-bit PC using VMware Workstation 17 Pro. I will also walk through the full setup and startup process.
I will give you step-by-step instructions for hardware settings and Windows Me installation. Furthermore, this guide helps users who want to relive old operating systems. Additionally, it suits anyone who wants to explore virtualization software features.
How to Install Windows Me on Windows 10/11 Using VMware Workstation 17 Pro
Microsoft first released Windows Millennium (Me) in September 2000. However, this system drew heavy criticism. Its lifespan therefore lasted only one year. Finally, Microsoft replaced Me with Windows XP on October 25, 2001.
Users who moved to XP generally found the system more stable. Windows XP virtual machine setup steps run more smoothly than those for Me. You will encounter fewer errors at startup.
This system updated the Windows 98 kernel. Besides that, it included some core features from Windows 2000.
Microsoft removed the DOS boot option found in Windows 95 and 98 from Me.
Developers designed this OS mainly for home users. However, before that, they built and released Windows 2000 for business users.
Microsoft wanted to ease daily tasks for users in Windows Me. Therefore, it shipped Internet Explorer 5.5 and Windows Media Player 7.
The system also offered Windows Movie Maker for home users. With it, you could do basic video editing with ease.
Even today, some users still want to run old systems. However, evolving technology has made PCs far more powerful. As a result, new devices no longer support old operating systems.
However, users with old hardware still want to try old operating systems. In this case, you do not necessarily need an old PC.
You can use VMware desktop virtualization software on your host PC to install and run old operating systems that Windows no longer supports.
Creating a New Virtual Machine for Windows Millennium
You can install old operating systems on a virtual machine or virtual PC on your host computer without harming your current system.
When you delete the VM you created, you do not harm your main system. Therefore, using virtual systems is a practical solution.
Before setting up the virtual PC, download the Windows Me/Millennium ISO file to your computer. Then follow the steps below in order.
Windows 2000 virtual machine setup is a simpler process than the Windows Me setup. The setup flow is also similar.
Step 1
For the old Windows Me operating system, first install VMware Pro on your computer and then open the program. After opening it, click Create a New Virtual Machine on the home screen. Then start the setup wizard.
Select Custom (Advanced) to configure the virtual PC in detail. Then click Next to continue.
Step 2
Set the virtual machine hardware compatibility to Workstation 17.x. In this window, if you use the latest VMware Pro version, you will see 17.x. If an earlier version is installed, you will see 16.x.
Step 3
In this step, add the guest operating system ISO file. That way, VMware detects and configures it on its own.
However, if you want to set all options manually, choose I will install the operating system later. Then press Next to skip the step.
Step 4
On the Guest Operating System screen, first select the platform you will install. Then pick Windows Me from the Version list and click Next.
Step 5
To change the VM name, type a new name in the Name field. Also, if you want to change the default location, click the Browse button. In the window that opens, select your external HDD or the folder where you keep all VMs.
Hardware and Network Configuration
Step 1
Configure the processor settings as needed. Because Windows Millennium is an old system, keep the processor count or core count at the lowest level.
Step 2
The most critical step when installing Windows Me with VMware is the RAM configuration window. If you assign more than 1 GB of RAM to your virtual PC, you will face a problem. In this case, you get the following error during setup or restart. This error puts your guest system in a loop and restarts it nonstop.
A fault has occurred causing a virtual CPU to enter the shutdown state.
If this fault had occurred outside of a virtual machine, it would have caused the physical
machine to restart. The shutdown state can be reached by incorrectly configuring
the virtual machine, a bug in the guest operating system, or a problem in VMware Workstation.
Click OK to restart the virtual machine or Cancel to power off the virtual machine.
Step 3
For Network Type configuration, select Network Address Translation (NAT). If you will not use the Internet on your guest system, select “Do not use a network connection.”
Step 4
First, go to the I/O SCSI Controller window and select the BusLogic option.
Step 5
Select the virtual disk type as IDE (Integrated Drive Electronics) or SCSI (Small Computer System Interface), because when you change the hardware version, the SATA (Serial Advanced Technology Attachment) option gives an error.
Creating a Virtual Disk and Starting the Virtual Machine
Step 1
You will perform a clean Windows Millennium installation. Therefore, proceed with the Create a New Virtual Disk option.
In this step, you can add your old virtual disk. Besides that, you can install directly to the physical disk.
Step 2
The recommended virtual disk capacity for Windows Millennium is 8 GB. Adjust this disk space based on your needs. Then select Store virtual disk as a single file.
Step 3
In this window, you can change the disk name of your virtual PC. Also, you can back up the disk to a different location.
Step 4
Check the settings in the summary window. Then click Customize Hardware to add an ISO or edit the hardware.
Step 5
Finally, to add the Windows Me/Millennium ISO file to the VM, click the CD/DVD device. Then enable Use ISO Image File and press Browse to pick the image file.
Select the Microsoft Windows Millennium Edition ISO file you downloaded to your computer and press Open.
Step 6
After you prepare your virtual PC, press Finish to close the summary window.
Step 7
Add the ISO file to the virtual PC. Then click Power on this virtual machine to start the Windows setup.
Windows Me Setup
When you run the Windows Millennium virtual machine, the boot menu opens. You see Hard Disk and CD-ROM options. Since you added the ISO file to the guest system, you need to select the CD-ROM device here.
Step 1
Run the VM. Then on the Microsoft Millennium OS CD-ROM Startup Menu screen, select Boot from CD-ROM and press Enter.
Step 2
To start booting from the CD-ROM device, press Enter on Start Windows Setup from CD-ROM.
Step 3
When the Microsoft Setup screen opens, you need to press Enter to continue. If you want detailed information about the setup, press F1. To exit the setup, press F3.
Step 4
To manage the disk space, press Enter on Configure unallocated disk space (recommended).
Step 5
If your disk space is over 512 MB, enable large disk space usage. Therefore, you need to turn on the related setting. To do this, press Enter on Yes, enable large disk support.
Step 6
The setup wizard asks you to restart your system. Press Enter. When you press Enter, your system returns to the boot screen. Therefore, follow the same steps up to this point.
Step 7
This time, you will not see the disk configuration screen. Instead, the C drive will start formatting right away.
Step 8
The setup wizard prepares the Windows system. During this process, press Enter to verify file integrity and setup files.
Step 9
When ScanDisk opens, it checks the media descriptor, file tables, folder structure, and file system on the C drive. Additionally, it scans free disk space.
Step 10
After the ScanDisk scan, the Windows Millennium Edition Setup screen opens, and the setup wizard prepares the installation.
Completing the Windows Me Setup Configuration
Step 1
The window that opens tells you the process will take 30 to 60 minutes, depending on your computer speed. Therefore, click Next to continue.
Step 2
Set the setup folder to the default location, C:\WINDOWS.
Step 3
The setup wizard checks the disk space and components needed for Windows Millennium. Therefore, wait until the process finishes.
Step 4
In the Setup Options window, select Typical, the most common choice.
Step 5
If you want to remove some unneeded items from your system, select the bottom option in the Windows Components window. Then remove these unneeded components in the next step.
However, for an original Windows Millennium install, choose the option to install the most common components.
Step 6
In the Network Identification window, type a name for your virtual PC. Also, leave the workgroup at its default value. Additionally, you can write a description in the Computer Description field for your virtual PC.
Step 7
To set your location, select your country from the Country/Region window.
Step 8
In the Time Zone window, select your region. That way, the system sets the time and date based on your location on its own.
Step 9
When the setup wizard tells you it is ready to copy Windows files, click Finish.
Step 10
Wait while the Windows Millennium system files are copied.
Post-Install Configuration and Restart
Step 1
After the system copies the operating system files, you can wait for the restart countdown, or you can click Restart Now directly.
Step 2
When your system restarts, the wizard runs Hardware Detection.
Step 3
In the User Information window, type a name for your user account. Also, if you will use the VM in an organization, type the organization name as well.
Step 4
For the Windows Millennium license agreement, select I accept the Agreement.
Step 5
In the Windows Product Key window, type the Windows Millennium product key you own.
Step 6
When the wizard finishes the setup, click Finish to restart the system.
Step 7
In this step, wait while your virtual system updates its configuration files.
Step 8
When your virtual PC opens, system settings such as Control Panel, Programs on the Start menu, and Windows Help will update.
Step 9
After your virtual system settings are configured, restart your system.
Step 10
Wait a moment while Microsoft Windows Millennium Edition starts up.
Logging into the Windows Millennium Desktop and System Check
Step 1
In the Enter Network Password window, type the username you set in the User Information window.
Step 2
Go to the desktop of your guest OS. Then right-click the My Computer icon. Click Properties from the menu that opens. Finally, check the information about the system you installed.
Installing VMware Tools
After you install the operating system on the virtual PC, install VMware Tools. That way, you load drivers for devices such as the graphics card. After installing this software, you can transfer files between the virtual PC and host using drag and drop.
Step 1
Click VM / Install VMware Tools from the menu to start the VMware Tools setup.
Step 2
When you get the CD-ROM locked warning on VMware, click Yes.
Step 3
Wait while the Windows Me drivers prepare for installation.
Step 4
When the VMware Tools setup wizard appears, click Next to continue.
Step 5
Select Complete from the setup type options. That way, you can later use the VM with other VMware products.
Step 6
Click Install to start the virtual machine tools setup.
Step 7
Wait while the SVGA driver and other device drivers install.
Step 8
After the setup, when you get the Eject Request to Drive In Use warning from the operating system, press OK.
Step 9
Restart your virtual PC so the changes you made take effect.
Step 10
To fit the virtual machine screen resolution to full screen, use the menu. Then click View / Fit Guest Now.
If you cannot get full screen resolution, change your system resolution. Then click the related option again to fix the issue.
Adjusting Screen Resolution and File Transfer
Step 1
The Windows Millennium virtual machine screen resolution will adjust to your monitor resolution successfully.
Step 2
After you install VMware Tools, you can also use drag and drop between the host and your VM. This allows you to transfer files.
Configuring the Internet Connection
While using your Windows Me virtual system, you may need to check the Internet connection. Also, you may need to configure the connection for your apps or projects.
Step 1
To check the Millennium OS Internet connection, open MS-DOS and run the ping 8.8.8.8 command. If you can reach Google servers successfully, your Internet connection works fine.
Step 2
To access the Internet, after you open Internet Explorer, you will see a screen where you can set MSN connection options. Press Next to configure MSN Internet access.
Step 3
When the Install New Modem window opens, press Cancel.
Step 4
In the Using Your Modem to Connect window, click the LAN/Manual button.
Step 5
When the wizard opens to configure your Internet connection, select Connect using my local area network (LAN).
Step 6
In the LAN Internet connection configuration window, choose an option for proxy settings. For this, select Automatic discovery of proxy server (recommended).
Step 7
If you do not want to set up an email account, select No in the Internet Mail Account window.
Step 8
After you configure the MSN connection options, click Finish.
Step 9
When you open Internet Explorer again and try to access the Google website, you will see that your connection works.
Also, you can play 3D Pinball, one of its popular games. Moreover, you can now do other tasks that suit your needs.
Installing Missing Drivers
To use the Windows Me machine more efficiently, you need to install system drivers. For example, you may want to use USB devices on your VM. Also, you may want to hear app sounds. In this case, you need to install missing drivers in Device Manager.
After you install old operating systems like Windows Millennium on a virtual PC, you may want to load hardware drivers. In this case, you need to lower the VM hardware compatibility to version 5.x.
Also, during the virtual PC creation steps, you need to set the disk type to IDE instead of SATA, because when you try to change the hardware version, you get an error since SATA disk type is not supported.
Step 1
First, right-click My Computer. Then click Properties. When you click the Device Manager tab, you see the hardware that is not installed on the system.
- PCI System Peripheral
- PCI Universal Serial Bus
Step 2
To change the virtual PC hardware version, use the menu. Then click VM / Manage / Change Hardware Compatibility.
Step 3
In the Hardware Compatibility window, select Workstation 5.x for Windows Millennium and continue.
Step 4
In the Clone window, make a choice to fully convert the VM to the older version. Select Alter this virtual machine.
After you lower the VM hardware version to the lowest level, check the hardware that will be removed and close the window.
PCI Multimedia Audio Device Installation
Step 1
After you run the VM, the system scans hardware like PCI Multimedia Audio Device on its own.
Step 2
In this step, the system may detect hardware whose driver it cannot install on its own. For example, it may detect the AMD PCNET Family PCI Ethernet Adapter. In such a case, mount the Windows Millennium ISO file to the VM. Then select Automatic Search for a Better Driver.
Step 3
Wait while the Windows Millennium wizard installs the drivers.
Step 4
After the VM installs the Ethernet driver, close the Add Hardware window.
Step 5
When you open Device Manager, you can see that all drivers for your Windows Millennium system are installed.
Using a USB Flash Drive
You may want to use a USB flash drive on your virtual PC. To do this, first plug the device into your main computer. Then you will see the “New USB Device Detected” window on Workstation.
From there, select “Connect to a virtual machine.” Finally, pick the virtual machine to use with the device and press OK.
Step 1
Also, you can first plug your USB drive into your host PC. Then create a file or folder in it and connect it to your VM.
Step 2
On your host system, create a folder named Backup on your USB disk. Then use the menu to connect your USB to the virtual system. Click VM / Removable Devices / Your USB Name / Connect.
Step 3
As soon as you plug your USB drive into your VM, the system starts installing drivers on its own.
Step 4
Click My Computer. You see your Removable Disk device here. Additionally, you can check the folder you created in it.
Increasing the RAM Size
Fully install and prepare the Windows Me system. Then, if you try to increase your VM RAM size, you face an error like the one below.
Under normal conditions, this system cannot process more than 1 GB of RAM. Also, if you try to use a RAM value beyond its maximum support, the system gives constant boot errors.
However, you can run Windows Millennium with 2 GB of RAM. To do this, you need to edit the System.ini file in the Windows folder at the location where you installed the operating system.
To use 2 GB of RAM in the VM, add MaxPhysPage=7C6FF to the [386Enh] section of the System.ini file. Then shut down your system and increase the RAM size.
A fault has occurred causing a virtual CPU to enter the shutdown state. If this fault
had occurred outside of a virtual machine, it would have caused the physical machine
to restart. The shutdown state can be reached by incorrectly configuring the virtual
machine, a bug in the guest operating system, or a problem in VMware Workstation.
Step 1
First, to understand the source of the error above, shut down your virtual PC. Then click the Memory device. Set the memory value to 2 GB.
Step 2
When you run your virtual PC, VMware shows you a warning. This warning tells you that you misconfigured the VM or that there is a bug in the guest operating system. When you close the warning window, the system will not boot and will restart nonstop.
Editing the SYSTEM.INI File
Step 1
Shut down your virtual PC and set the RAM value back to 1 GB. Then restart your system. In this step, you need to make a small change in the system settings to use the 2 GB value.
Open the SYSTEM.INI file in the WINDOWS folder on the drive where your system is installed. Write MaxPhysPage=7C6FF in the [386Enh] section of the SYSTEM.INI file. Save the file and finally shut down your VM.
MaxPhysPage=7C6FF
Step 2
Assign 2 GB of RAM to your system again and run it. This time, your system will open without looping and will work with the RAM capacity you set.
Deleting the Virtual Machine
You may want to remove the guest operating system from the Workstation virtualization software. To do this, right-click the related VM in the left panel. Then click Manage and Delete From Disk in order. Finally, click Yes in the warning window.
1. Video
2. Video
3. Video
Installing Older Versions
| Workstation Version | YouTube Video | Slide |
|---|---|---|
| 14 Pro | Watch | – |
| 16 Pro | Watch | View |
| 17 Pro (NEW) | Watch | – |
FAQ About Using Windows Me with VMware
Windows Me setup gives a blue screen. What causes it?
How do I mount the Windows Me ISO to the virtual machine?
How do I enable sound support in the VM for Windows Me?
Windows Me setup finishes but does not open after restart. How do I fix it?
Which VMware Tools version should I install for Windows Me?
Why does the VM screen resolution look low?
I cannot connect a USB drive to the VM. How do I fix it?
The VM is very slow. Which settings should I change?
I get a shared folder access error. What should I do?
After setup, the VM stays on a black screen. What causes it?
Conclusion
In conclusion, using Windows Me with VMware Workstation 17 Pro on a new VM is ideal. Also, this gives you an opportunity and space to experience old operating systems. You can have this experience without putting your current systems at risk.
By following the steps in this professional guide, you can create a flawless virtual environment on your modern PCs. Additionally, you can revisit the historical significance of Windows Millennium.
After you try the Me edition, Windows 95 virtual machine from the same family may interest you too. The setup logic is nearly identical. With this system, you can relive the computer experience of the late 1990s.
Windows 98 is the version right before Me. Windows 98 installation steps are very similar to those for Me. Comparing the two systems shows you the software evolution of the era.
Embracing the capabilities of virtualization software offers users many opportunities. It lets you interact with old technologies while keeping today’s computing environments efficient. As a result, you get a safe and efficient experience.
2 People Shared Their Experience
Nope-after the creating the VM boots, but the BIOS screen moves so fast by it moves to Network boot. If you disable the Network adapter–again the BIOS moves so fast by that you get Operating System Not Installed.
You have to configure VMware to boot from CD-ROM before turning on VM.