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I just performed an in-place upgrade of Windows Vista to Windows 7.

Left behind by the upgrade were two hidden folders: $WINDOWS.~Q and $INPLACE.~TR.

What are these folders, and are they safe to delete?

Previously, I had only performed from-scratch installs and hadn't seen these before:

Screenshot of C: showing $WINDOWS.~Q and $INPLACE.~TR folders highlighted

(I have a hunch, but I'm surprised I couldn't find the answer here at superuser, so I'm asking.)

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    Note: this also applies to repair installs. I did a repair installation from Windows Vista to Windows Vista to solve some issues with Windows registry and audio service. Now I also have these two folders in root of C drive.
    – Samir
    Jun 18, 2013 at 22:03

3 Answers 3

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From What Are the $INPLACE.~TR and $WINDOWS.~Q Folders and Can I Delete Them?

These two folders are leftover folders created by Windows during the upgrade process, but unfortunately they don’t get deleted at the end of the setup process. You’ll only see them if you’ve got the option to show hidden files enabled under Organize –> Folder and Search Options.

The good news is that you can definitely get rid of them.

The easiest way to remove them is to just run Disk Cleanup (type it into the start menu search box), and then click the button to “Clean up system files”, which will re-launch Disk Cleanup as administrator.

Why is this the easiest way instead of the delete key? Because the folders are normally system protected, and you should also use Disk Cleanup regularly, so stop whining and get to it!

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    I read that Howtogeek.com article before I came here. I came here to Superuser in order to find some in-depth information on what these folders are used for. Is that for the Rollback? What kind of files are stored there during Windows setup? Mine are about 9 KB, but what if they contain 658 MB as shown in the screenshot of the Howtogeek.com article? Do they hold anything useful? Any user documents or program data in there I should know of? I mean does this compare to Windows.old folder?
    – Samir
    Jun 18, 2013 at 21:57
  • I have to say it, I expected to find more information on Superuser, and not just a URL pointer to an external website and a quote. But I accept your answer because it is correct and I have given you an up-vote. I guess I will have to dig deeper on some other website to find more information about it.
    – Samir
    Jun 18, 2013 at 22:00
  • @Sammy: This is a Q&A site, not a blog. The link was to the blog.
    – harrymc
    Jun 20, 2013 at 18:52
  • The "use Disk Cleanup" tip is Gold. Freed up so much space from all over the drive.
    – KalenGi
    Dec 5, 2021 at 7:17
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You can delete them.

My hunch is that the $Windows ~Q folder is a backup of sorts. If you're not planning on rolling back the OS, you can probably delete it. (Just be sure that it's not the actual windows 7 install.)

Also, My general policy, for better or for worse, is like this: If the folder wouldn't be on an OEM machine or a fresh install (not upgrade), I feel safe deleting it. Many installers leave temporary junk on your C: Drive constantly, and Windows is Noe Exception. (Have you ever seen the Windows Update backups? ... ...)

Incidentally, the best way to upgrade is Backup, Format C, and install fresh. It avoids sooo many issues. Just Sayin'

Good Luck.

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  • +1 for best upgrade method ;) (bak / format c: / install)
    – Jakub
    Dec 9, 2009 at 13:45
  • I agree on clean upgrade method in general. In this case it was a rarely-used VM on my MacBook that had a ton of stuff installed. I do need it from time to time, but I don't use it often enough to warrant the full re-paving. All of my PCs got the re-paving.
    – Chris W. Rea
    Dec 9, 2009 at 13:52
  • I did an in-place upgrade (repair installation, see my comment above) for the first time, and I installed Windows Vista over Windows Vista, and while I didn't encounter any errors during this process, I can certify that an upgrade like this is a real pain. Mainly because it takes so long time to perform and the system feels slow afterwards. It took me 5 hours from 12:30 PM to 5:00 AM to complete the install, shutting off the computer only takes like 30 minutes. I had to use this method to repair my registry, but I don't prefer it over a clean install.
    – Samir
    Jun 18, 2013 at 22:11
  • I would say that if the folders together are less than 1 MB in size it's probably safe to remove it. But if they are very big, like 658 MB as in the Howtogeek.com example I would suggest taking ownership of the folders and digging around a bit to see if there is no user document or program data in there that can be of importance to you.
    – Samir
    Jun 18, 2013 at 22:15
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You can delete them safely. They are temporary folders created during the upgrade.

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  • I'd give you +1/2 for answering half the question, but that's not a permitted vote increment ;-)
    – Chris W. Rea
    Dec 9, 2009 at 13:55
  • ROFL. Thanks for thinking about me. I've edited my answer.
    – user3463
    Dec 9, 2009 at 13:59
  • LOL. +1 for actually making the revision.
    – Chris W. Rea
    Dec 9, 2009 at 14:51

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