Fix Windows 11 Upgrade Error: Step-by-Step Guide

Windows 11 upgrade errors can stop your installation mid-download or right before setup finishes, leaving you stuck on Windows 10. This guide walks you through the most common fixes—from freeing up disk space to clearing the update cache—so you can complete the upgrade without a clean install. Start with the preliminary checks below, then follow the steps in order.

What You’ll Need

A Windows 10 PC with at least 20 GB of free disk space (64 GB recommended for a smooth upgrade).
Administrator account access (you’ll need to approve UAC prompts).
A stable internet connection—preferably wired or a strong Wi-Fi signal.
Your Windows 10 product key (if you plan to do a clean install later, though the upgrade usually keeps it).
Backup of important files to an external drive or cloud service (recommended before any major update).

Step-by-Step

Check system requirements. Open Settings > System > About and verify your PC meets Windows 11’s minimum specs: 64-bit processor with 1 GHz and 2+ cores, 4 GB RAM, 64 GB storage, UEFI with Secure Boot, and TPM 2.0. If you’re unsure, download Microsoft’s PC Health Check app (official tool) and run it—it will tell you exactly what’s missing.
Free up disk space. If you’re low on storage, open Settings > System > Storage and click “Temporary files.” Select everything you can safely delete (old Windows updates, recycle bin, delivery optimization files) and remove them. Also move large files like videos or game installs to an external drive. Aim for at least 20 GB free, but 30-40 GB is safer.
Run Windows Update troubleshooter. Go to Settings > Update & Security > Troubleshoot > Additional troubleshooters, select “Windows Update,” and run it. This tool automatically detects and fixes common update issues like corrupted cache or stuck services.
Clear the SoftwareDistribution folder. Press Win + R, type services.msc, and hit Enter. Right-click “Windows Update” and select Stop. Then open File Explorer and navigate to C:\Windows\SoftwareDistribution. Delete everything inside (you may need to skip files in use). Restart the Windows Update service by right-clicking it and selecting Start.
Disable third-party antivirus temporarily. Open your antivirus (e.g., Norton, McAfee, or even third-party firewalls) and turn off real-time protection. Do not disable Windows Defender—it’s fine. After the upgrade completes, re-enable it. If you’re unsure how, check the app’s settings or support page.
Uninstall incompatible software. Some older apps (like certain VPNs, virtual machine tools, or driver updaters) can block the upgrade. Go to Settings > Apps > Apps & features, sort by date, and uninstall anything you installed recently or that you know is outdated. Common culprits include older versions of VirtualBox, VMware, and some OEM utilities.
Update drivers and firmware. Open Device Manager (Win + X > Device Manager), expand categories, and right-click any device with a yellow warning icon—choose “Update driver.” Also check your PC manufacturer’s website for BIOS/UEFI updates. Outdated firmware can cause TPM or Secure Boot errors.
Run the Windows 11 Installation Assistant. If Windows Update keeps failing, download the official Installation Assistant from Microsoft’s website. Run it as administrator—it will walk you through the upgrade without needing to wait for automatic delivery. This often bypasses stuck update queues.
Use the Media Creation Tool. Download the Media Creation Tool from Microsoft, select “Upgrade this PC now,” and follow the prompts. This creates a fresh installation package on your system, which can fix corrupted download files. Keep “Keep personal files and apps” selected unless you want a clean slate.
Disable Secure Boot and TPM temporarily (if you get compatibility errors). This is a last resort. Enter your BIOS (usually by pressing F2, F10, or Del during boot), find Secure Boot and TPM settings, and disable them. Run the upgrade, then re-enable both afterward. Only do this if you’re comfortable with BIOS changes—it’s safe but can cause boot issues if done incorrectly.

Common Mistakes

Skipping the space check. Many users think 10 GB is enough, but Windows 11 needs more for temporary files. Always free up at least 20 GB.
Not clearing the update cache. If you don’t delete the SoftwareDistribution folder, corrupted downloads persist and the upgrade fails repeatedly.
Leaving third-party antivirus on. Real-time scanners can interfere with the upgrade process, causing random errors like 0x80070005 (access denied).
Ignoring driver warnings. Outdated display or network drivers can cause the upgrade to roll back silently. Update them first.
Forgetting to re-enable Secure Boot/TPM. If you disable them to pass the check, leaving them off after the upgrade leaves your PC less secure and may prevent future updates.

Tips

Create a system restore point before starting (Settings > Update & Security > Backup > Go to Backup and Restore). If the upgrade fails badly, you can roll back.
Disconnect non-essential USB devices (external drives, printers, hubs) during the upgrade—they can cause driver conflicts.
Use a wired Ethernet connection if possible. Wi-Fi dropouts mid-upgrade are a common cause of error 0x800F0922.
If you get a specific error code, note it down. Search for that exact code online—many have known fixes (e.g., 0x800F0922 means a driver issue, 0x80070020 means a file in use).
Run the upgrade during a time when you can leave the PC untouched for 1-2 hours. Interrupting it can corrupt the installation.

Troubleshooting

If the above steps don’t resolve the issue:

Error 0x80070020: This usually means a file is locked by another program. Restart your PC in Safe Mode (Shift + Restart from the login screen, then Troubleshoot > Advanced > Startup Settings > Restart > press 4). Run the upgrade in Safe Mode—it bypasses most background apps.
Error 0x800F0922: This indicates a driver or network issue. Update all drivers via Device Manager, then try the Media Creation Tool. If it persists, temporarily disable your VPN or proxy.
Error 0x80070005: Access denied. This often happens when third-party security software is interfering. Uninstall it completely (not just disable), then run the upgrade.
Upgrade rolls back at 99%: This is usually a driver issue. Boot into Safe Mode, uninstall your graphics driver (via Device Manager), then try again. Windows will reinstall it after the upgrade.
Still stuck? Try a clean install using the Media Creation Tool but select “Nothing” when asked what to keep. This wipes your files—back them up first. If even that fails, your hardware may not be fully compatible, or you have a failing hard drive. Run chkdsk /f /r in Command Prompt (admin) to check for disk errors.

Frequently Asked Questions

Why does my PC say it meets requirements but the upgrade still fails?

Requirement checks only cover basic specs. Other issues like insufficient free space, outdated drivers, or a corrupted Windows Update cache can still block the upgrade. Follow the steps above to address those.

Can I upgrade without a TPM 2.0 chip?

Officially, no—Windows 11 requires TPM 2.0. However, there are unofficial registry hacks to bypass it, but they’re not recommended as they can cause instability and you won’t get future updates. If your PC lacks TPM, consider a clean install of Windows 10 or new hardware.

Will my files and apps be kept during the upgrade?

Yes, if you choose “Keep personal files and apps” in the Installation Assistant or Media Creation Tool. However, some incompatible apps may be removed. Always back up critical data first.

How long does the upgrade take?

Typically 30-60 minutes, but it can take longer on older hardware. The download time depends on your internet speed. Don’t interrupt it, even if it seems stuck.

What if I get the error “Windows 11 is not supported on this PC”?

This means your hardware doesn’t meet the minimum requirements. Check which component fails (CPU, RAM, TPM, etc.) using the PC Health Check app. If it’s just TPM, enable it in BIOS. If it’s the CPU, you’ll need to upgrade your processor or stick with Windows 10.

Can I roll back to Windows 10 after upgrading?

Yes, within 10 days of upgrading. Go to Settings > System > Recovery > “Go back to Windows 10.” After 10 days, the old system files are deleted to free space, so you’d need to do a clean install.

General steps for current mainstream versions; menus can differ by device and version. See the disclaimer or report an error.

More in this bed

The whole Tech How-To bed →