Installing Windows 2000 and Windows XP on old computers

Making Windows 2000 run (rather well)  on only 32MB RAM

– By Daniel Iversen,
16 July

There are times when it can and should (sometimes) be done…
installing Windows 2000 on very old computers with only 32 megabytes
(MB) of memory (RAM). I’ve seen 64 and 96 MB RAM computers struggling
with Windows 2000 but if you configure the system correctly it can run
fast and well. Note though that there is no “magic bullet”. Although
your old computer can run faster it will never compete with modern
hardware in terms of performance.

This is a short guide to show you how to run Windows 2000 on such old
computers and maintain a fast (as possible) performing system.

The computer I installed Windows 2000 on was a Toshiba Libretto 110
sub-notebook with 233 Mhz and 32 MB RAM.

Why would you do that?I had an old but very leight-weight small subnotebook that I
needed for after hours support for one of my clients… I needed to
install Windows 2000 to use my mobile phone (LG U8110/U8120) as an
infrared modem to access the
high speed 3G data network. Your reason might be that you have an old
PC you don’t want to throw away and Windows 95/98/Me might not give you
the features you are looking for… be aware though that if Windows 98
meets your needs it is stupid to upgrade because you have lots less
memory to work with when installing Windows 2000.

 Before the tweaks in
this document

Windows 2000 would startup/boot in
30 seconds and you would have between 3-4 MB RAM left for your
applications. The system responsiveness is sluggish.

 AFTER the tweaks in
this document

 Windows 2000 would startup/boot in 10 seconds
(using hibernation) – which is faster than my 2.4Ghz/400MB laptop ..
and you would have more than 10 MB RAM left for
applications. The system responsiveness is rather fast.

Performance post tweaks in this guide

Figure 1: The performance of my
old subnotebook after tweaks


Install the plain Windows 2000 operating system oin the computer.

Keep in mind:

  • DONT install an
    extra service pack (they can offer perfromance and reliability
    improvements on faster computers but on old computers with few tasks
    they are just a bloat). Make sure your Windows installation CD isn’t
    already “slipstreamed” with a service pack.
  • Don’t install multiple languages (i.e. no multiple keyboard
    layouts) as it takes up precious resources… just stick with U.S.
  • DON’T upgrade
    from another version of windows. Lots of stuff will be left hanging
    over and the performance will suffer
  • Keep (or choose) the (very fast for old computers) FAT file
    system during installation as opposed to the heavier and more secure
    NTFS filesystem

Removed cursor shadow

I know… maybe not the biggest resource saver (especially because the
graphics card probablky handles this one.

Disable display effects incl color icons

You can run with 16bit color on the desktop (if that is what you
graphics card supports best natively. Be aware though that some
computers can run with higher color depth but the copmuter
processor/CPU (as opposed to the graphics CPU) may have to do more…
but usually 16bit is fine.

Then you disbale high-color icons, you disable fading effects, smooth
fonts and “show window contents” when dragging – in other words,
disable anything fancy 😉

removed sound theme and sound card

Playing sound takes CPU resources and getting sound files takes
memory.. disable sound effects, and even disable the sound card… When
you run on 32MB there are sacrifices that have to be made… I use my
32MB subnotebook for non-sound things so disabling sound card makes
sense because the drivers take up resources.

Disabled (by setting them to “manual” (in case windows needs them))
unneeded services

This is probably the single-most important step after the installation.
Windows loads lots of services you might not need and they take up LOTS
of memory and CPU (considering we only have 32MB).

Disabling following services in the “Control Panel -> Administration
-> Services” makes your computer able to act on the network,
internet and other things while freeing up lots of memory;

  • Remote Registry Service
  • Task Scheduler
  • RunAs Service
  • TCP/IP NetBios Helper Service
  • Print Spooler
  • Event Log
  • Computer Browser
  • IPSEC Policy Agent
  • Messenger
  • Distributed Link Tracking Client
  • System Event Notification
  • Alerter
  • Protected Storage
  • Server

You can also remove these services

  • Infrared Monitor
  • Removable Storage (for USB drives, attachable CD drives etc.)I use the 2 services above but have them disabled. I just created 2
    shortcuts on the desktop to start them… the command to start a
    service is net start “<service

Install and use X-Setup from

This is probably the second most important step after installing
windows and disabling the services…. This little tool can remove lots
of hidden (and for you unneeded) applications and settings embedded
deep inside windows.

Following changes has to be made using the X-Setup tool (trial version
will do)

  • disabke activedesktop
  • use “Classic” Explorer style(as opposed to only turn off the obvious win2k UI niceties this
    actually reduces the win2k memory footprint further by also removing
    quick launch, right-click on start menu and other features)
  • disallow file and printer sharing
  • Shutdown can auto-end programs
  • Service timout when system shutdown decreasde to 10sec
  • Disable group policy objects (GPO)
  • Disable dr. watson just-in-time debugging
  • Disable “last access” attribute of files (this is important for
    drive/processor speed)
  • disable “secure desktop” patch
  • Disable windows file protection (this is VERY important for speed)

Remove LPT/printer port

Chances are that you won’t have a printer connected to the computer..
Removing the LPT port (in the control panel -> system -> device
manager ) is a good idea … you can still print over the network,
albeit a bit slower (since we disabled the print spooler earlier)..
thats o.k.
– it is all for the greater good.

Disable printer and file sharing

again – its about cutting down on whats running.. do this and connect
to other computers instead of letting them connect to you.

Other registry tweaks found on the net;

  “HKEY_LOCAL_MACHINE\Software\Microsoft\Windows\CurrentVersion\Explorer”, create a DWORD key “AlwaysUnloadDLL” and set it to 1. Without doing this, your Libretto will use more and more memory even after you close all the open applications. Very cool tweak.“HKEY_LOCAL_MACHINE\System\CurrentControlSet\Control\PriorityControl”, create a DWORD key “IRQ8Priority” and set it to 1. This way CMOS access and overall system performance is improved.

HKEY_LOCAL_MACHINE\System\CurrentControlSet\Control\SessionManager\MemoryManagement”, set IoPageLockLimit to 1000 (hex) for 64MB. Set it to 4000 for 128MB, 10000 for 256MB or 40000 for 512MB or larger.


Install and use Tweak

Tweak UI is an old but good fere application from Microsoft to tweak
certain windows saettings.

Install it and use it as follows;

  • remove all UI effects of windows
  • remove active desktop
  • remove “new documents added to documents on startmenu”
  • renmove “beep on error”
  • reomove most of the icons from the “new” tab


Use hibernation feature

Hibernation allows you to start your computer very fast. A typical boot
process can take 40 seconds.. .resuming from hibernation only takes
seconds – very much worth doing! (just remember to do a real
reboot/restart every few days to make sure everything gets “cleaned up”)

Install network card

Install the network card in your computer… let windows detecdt the
card and use the “browse” button to find the driver on your
CD/floppy/folder… do NOT run the installation program that came with
your netwoirk card as that will most likely install some resident
helper application (that you don’t really need)

How to use the computer on a daily basis

  • Don’t install a lot of applications
  • Only have 1 application open at a time if possible
  • Don’t work with big (1MB+) files (documents, images etc)
  • Don’t apply O/S patches for security stability or other things.
  • Don’t envy people who has newer software than yours (Windows XP,
    Office 2003, etc) or desktop
    wallpapers for that matter 😉 it’s not going to happen on your computer!
  • Defragment your drive regulary

What now?

Next thing is to install office or whatever.. Office 2000 can run on
this computer… make sure though you don’t run a “pure/normal” install
but just copy the files over from anbother installation… this limits
bloat and drivers decreasing overall performance of your system.

Upgrade to 64, 96 or even 128 MB RAM….. 😉 (much more RAM that this
might not
make sense if you have a very old CPU)

Other interesting links

3.x shell in NT 5.x

the NT4 Explorer in Windows 2000

2000 Memory Tweaks

File Protection

Good (and 100% free)
performance tools


These notes can also be used to enhance the performance of Windows XP /

(c) Copyright 2005-2007, Daniel Iversen