Installing Windows Millennium Edition (Me)

System Requirements & Setup

Written in January 17, 2026

Released in September 2000, Windows Millennium Edition (Me) was designed as a consumer-oriented bridge between Windows 98 and the future Windows XP. It introduced several features that became staples of the Windows experience, including System Restore, Windows Movie Maker, and an updated Windows Media Player.

You can watch my YouTube video about a Windows ME installation using VirtualBox.

Source: YouTube - Windows Me installation in VirtualBox (lab demo)

Instructions

To install Windows Me in VirtualBox, select the "Windows Me" version template. You should allocate 128 MB to 256 MB of RAM (avoid going over 512 MB to prevent boot errors). A virtual disk of 2 GB to 8 GB is ideal.
  1. Open VirtualBox and click "New" to start creating a virtual machine.
  2. Give the VM a name such as "Windows Me", set Type to "Microsoft Windows", and choose the closest Windows Me or Windows 98 template.
  3. Assign between 128 MB and 256 MB of RAM, staying at or below 512 MB for best compatibility.
  4. Create a new virtual hard disk (VDI, dynamically allocated) with a capacity between 2 GB and 8 GB.
  5. Open Settings → System and ensure the optical drive is at the top of the boot order.
  6. In Settings → Storage, attach your Windows Me ISO file to the virtual optical drive.
  7. Click "Start" to boot the VM and begin the Windows Me setup from the CD.
  8. Use the partitioning tools to create and format a primary partition (typically FAT32) on the virtual disk.
  9. Follow the installer prompts to copy files, configure your time zone, and set a computer name.
  10. Allow the VM to reboot as many times as needed until it reaches the Windows Me desktop.
  11. Detach the ISO from the virtual drive once installation is complete so the VM boots only from the virtual hard disk.