Windows 98 Second Edition



  • Windows 98SE turned 20 today. Many will remember it fondly for being one of the more solid constituents of the win9x line, and one that is rightfully a staple of retro gaming PCs with good USB 2.0 support as well as compatibility for everything up to the early core 2 duo era.

    Unfortunately it's now out of the running for modern web browsing (unless someone has gotten New Moon to run with KernelEx).

  • Well then its good i'm doing what i'm doing then. It will expand our collection massively. Nobody in the entire fucking world has ever even thought about doing this.

    I've already cracked:

    3 Compaq's
    3 eMachines
    1 Gateway

    And if you include the one that BSOD's on boot then its 4 Compaq's. That one was Windows XP.

  • edited May 2019

    @Mr-Uch said:
    Whenever I run setup, A screen saying "Cannot create a temporary directory. If you have HPFS or NTFS installed on your hard drive, you will need to create an MS-DOS boot partition to set up Windows." appears. What can I do?

    1. Turn on the PC.
    2. Put the command fdisk, if you disk is larger than 512 MB.
    3. In all questions, put the option 1.
  • If you cannot get windows 98 to install, due to error: windows 98 vmware player shell32.dll is linked to missing export shlwapi.dll or just cant get it to install at all, try this:

    Download the already made vm here:

    Then instead of logging into the main account click cancel at the logon screen. You will get sevreal errors, just click ok until you get to the desktop. Then right click my computer, go to performance > file system > troubleshooting > and checkmark disable all 32 bit protected mode drivers. Restart and the errors should go away.

    You should now have a proper working windows 98 VM now.

  • No matter what key I put in for the retail full version, it doesn't work. Any ideas?


  • Whenever I try to install in the virtual box an error occurs saying that shell32.dll was not found.
    Can someone help me?

  • @TanqueiroMestre said:
    Whenever I try to install in the virtual box an error occurs saying that shell32.dll was not found.
    Can someone help me?

    Windows 98 can be installed in VirtualBox, but not easily. I would suggest using 86Box or PCem instead.

  • Is there a Product key for retail full?

  • @TanqueiroMestre said:
    Whenever I try to install in the virtual box an error occurs saying that shell32.dll was not found.
    Can someone help me?

    Use VMWare instead forehead

  • edited May 2020

    I may have the OEM and Retail Windows 98 SE in French laying somewhere

  • Windows 98 Second Edition [Swedish] is Dutch, not Swedish.
    Also, I was not able to install this one in VMWare (Operating System not found).
    I don't know if I did anything wrong, but in any case, the language is not Swedish.

    The other two, OEM and VOL, are OK. Swedish is correct, and they install just fine in VMWare.

  • Receive my sincere thanks for making these old versions available and on fast mirrors too! Thank you very very much for keeping these historical releases alive through this site.
  • Installing Windows 98SE on a VM when suddenly:
    "RUNONCE caused an invalid page fault in module KERNEL32.DLL at 0167:bff92bff"
    I have no clue what this means. Explain like I'm five.
  • @Arus

    Windows 98 SE acts weird on VMware (and VirtualBox, in my case it is VMware) (maybe because of the webby interface) now because on some part of Setup, it comes up with a "Cannot load EXPLORER.EXE - You must reinstall Windows". The reason why I think it is because of the webby interface is because Windows 95 works perfectly on VMware.
  • Windows 98 acts this way under VirtualBox because the OS isn't optimised for it. And having SciTech Display Doctor isn't enough to make it "work" as it should.

    (that's why I have it installed under VPC 2007. Works like a charm)
  • edited August 2020
    Oh. Someone needs to write a patch which fixes this. Any patch makers here? (NOT EMOJI)

    Wait. I don't use SciTech Display Doctor, I use the VBE9X patch (doesn't work well in VirtualBox). Also VBE9X patch has worked for me on Windows 95 (maybe, I'm not sure). VPC2007 does not want to run on Windows 10, just says incorrect monitor file. Maybe I should get the patch ...
  • I have a tip for everyone. If you want to install this OS, don't even bother trying with VirtualBox. Better to use VMware or PCem (and if you can Virtual PC 2007), because if I boot in normal mode it freezes immediately after logging in, the Windows Explorer doesn't even have a chance to load, and in safe mode the CD driver doesn't work and OSFmount refuses to mount any VirtualBox disks for me.
  • @WinCollector
    Hold the phone... I'm using VMware Player and I get a "cannot load explorer" error..
    I'll try to try it on real VMware Workstation.
  • Anyone know how to fix this?

  • I don't know why people are getting errors. I was able to get it working without a single problem in VMware with the video and sound driver without any additional software.
  • @Exe_csrss The issue has to deal with newer CPUs , usually the latest gen CPUs , they aren't exactly 100% compatible with older operating systems.
  • @michaelweaser I have a i7700 cpu. It isn't exactly old. VMware can handle the compatability issues. VirtualBox simply can't.
  • Recieved Guru Meditation during setup on VirtualBox
  • However, sleep mode on my computer bogged down VirtualBox performance, so it might have been something with that
  • Hello everyone. I have used the Win98 SE OEM ISO, bet every time I get it windows defender seas that it has a virus called "Load Money" in it. A few days later I got more and more malware on it till I had to just nuke my windows install. I think someone should look over that ISO, otherwise, word of precaution for everyone else.

    Cheers Mates

  • There is NO malware in any of these downloads. They have all been checked and are clean.

    Even in the very, very off chance there were, they could ONLY infect a virtual machine or a vintage machine if that is what you are using it on.

    You have absolutely no idea what you are talking about. Stop downloading goat porn.
  • Thanks Some Guy for responding to me

    I didn't know for shore if Windows Defender was just trying to duke me or something but I will take your word for it

    Cheers Mate!

  • I tried to install Win98SE in Virtualbox, and I got a bunch of errors telling various files and drivers missing. The same case with Windows 95. What is the problem and how I can I install it properly?
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