Can I install a 64-bit OS (e.g. Ubuntu 64-bit, Windows Server 2008 R2) in a Virtual PC 2007 or Virtual Box VM running on a 32-bit host? Will it run fine after installation?

From what I understand, a 64-bit guest OS cannot be installed on a 32-bit host machine due to the way that they utilize system RAM. Is this correct?


Virtual PC does not support 64-bit guests. This FAQ (see last question) is for Windows Virtual PC, but the situation is the same for earlier versions like 2007.

VirtualBox does support 64-bit guests on 32-bit hosts, if the host runs a 64-bit CPU with hardware virtualization support. There are also a few more steps detailed there.

Unlike a "bare metal" hypervisor like Hyper-V, a hosted hypervisor like VirtualBox is potentially limited by its 32-bit host. Using more than (or close to) 4GB of RAM is problematic.

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you might run into trouble using virtual pc , but virtual box , or vmware server should work fine

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  • Is it possible to tell me what trouble will I encounter if using virtual PC? – Larry Morries Sep 23 '11 at 7:08
  • i had tried with vista couple of years back , it didnt work , so dont know of they have made any changes since – Shekhar Sep 23 '11 at 7:12
  • One of my colleague always encounter this problem - the 32-bit Host OS was repeatedly restarted by the 64-bit Guest OS that was installed using Virtual Box. So, I was wondering if the 64-bits Guest OS cannot be handled by the 32-bits Host OS due to the different way they manage their RAM - was wondering if there are any ways to find if my diagnose was correct or not? – Larry Morries Sep 23 '11 at 7:19

Based on the solution given by Ken and Shark and some experiments that I had done, I can conclude that some 64-bits OS may not work in a 32-bit virtual PC or virtual box.

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