Windows 11 In-Place Upgrade: Keep Everything While Modernizing Your System

Ready to upgrade to Windows 11 without losing your files, applications, or settings? An in-place upgrade is Windows’ safest way to jump to the latest operating system, and we’ll walk you through exactly how to do it.

What is a Windows 11 In-Place Upgrade?

An in-place upgrade is Windows’ way of updating your operating system while keeping all your personal files, installed applications, and settings intact on your current computer. Unlike a clean install (which wipes everything), an in-place upgrade operates like a careful replacement of the system engine while leaving your digital environment exactly as you left it. Microsoft designed this process specifically to protect your data during major version transitions, making it the recommended path for most users upgrading from Windows 10 to Windows 11.

Current as of: Windows 11 version 24H2, OS Build 26100.2605 (December 2024)

Why Use This Feature?

• Zero Data Loss: Your documents, photos, videos, and personal files remain exactly where they are—no manual recovery needed
• Applications Stay Installed: Software you’ve paid for or spent time configuring continues working immediately after restart
• Settings Preserved: Your desktop background, notification preferences, file associations, and system configuration remain unchanged
• Faster Than Fresh Start: Significantly quicker than backing up, wiping your drive, and reinstalling everything manually

Things to Consider Before You Upgrade

• Processor Requirements: Windows 11 requires a 1GHz+ dual-core processor on Microsoft’s approved processor list. If you’re using 8th or 9th-generation Intel processors on an existing Windows 11 installation, you remain supported, though new systems cannot be sold with these chips. AMD users need Ryzen 2nd Generation or newer. (As of January 2025 clarification from Microsoft)
• Disk Space Needs: You need at least 25-30GB of free space on your C: drive minimum to proceed. The upgrade process itself temporarily requires 20GB+ of space, and the Windows.old folder (preserving your old installation) can consume an additional 20GB+. Microsoft recommends having 80-100GB total free space for a smooth experience
• Time Investment: Actual upgrade duration depends heavily on your hardware. Fast SSD-equipped systems typically complete in 20-45 minutes, but typical systems should expect 1-2 hours. Older systems with traditional hard drives take substantially longer. Plan accordingly and avoid scheduling upgrades before important work

How to Upgrade to Windows 11 - Step by Step

Step 1: Create a Backup (Your Safety Net) Even though in-place upgrades are designed to protect your data, creating a backup is essential insurance. Open File Explorer and copy your Documents, Downloads, and any other folders containing important files to an external USB drive or cloud storage like OneDrive.

Step 2: Check Your Available Disk Space Windows needs adequate free space to complete the upgrade. Right-click your C: drive in File Explorer, select ‘Properties,’ and note your available space. If you have less than 30GB free, delete old downloads in your Downloads folder, remove temporary files via Disk Cleanup, or uninstall programs you no longer use before proceeding.

Step 3: Check for Windows 11 Availability Open Settings by pressing Windows key + I on your keyboard. Navigate to ‘System’ (on the left sidebar) > ‘About,’ then scroll down and click ‘Check for updates.’ Windows will scan whether your system qualifies for Windows 11.

Step 4: Download Windows 11 If prompted, click ‘Download and install’ to begin. Windows downloads the necessary files in the background while you continue working normally (though you may notice slightly slower performance during download). This step can take 30-60 minutes depending on your internet speed.

Step 5: Schedule Your Restart When the download completes, Windows notifies you to restart. If you need to save work, click ‘Schedule restart’ and choose a time that works for you. If you’re ready immediately, click ‘Restart now.’ The actual upgrade happens during this restart, not before it.

Step 6: Watch the Installation (Do NOT Turn Off Your Computer) After restart, your screen displays ‘Setting up Windows 11’ with a progress percentage. This step takes 20-45 minutes on fast systems, 1-2 hours on typical systems. Your screen may appear frozen for several minutes—this is completely normal. Do not press keys, move the mouse, or—most importantly—turn off your computer. The process is working even when it doesn’t appear to be.

Step 7: Sign In and Verify Everything After restart completes, sign in with your usual Windows password. Windows automatically re-applies your settings and launches your installed applications. Your desktop should look exactly as you left it.

Step 8: Confirm Success Open File Explorer and check your Documents and Downloads folders—all files should be present exactly as before. Open one of your frequently used applications to confirm it works properly. If everything appears normal, your upgrade was successful. You can safely delete the Windows.old folder (if present) after a few weeks if you don’t need to roll back, which will free up 15-25GB of space.

A Windows 11 in-place upgrade gives you the latest operating system features while protecting everything you’ve built on your current system. With proper preparation—especially adequate disk space and a backup—the process is straightforward and designed to be as seamless as possible.