Upgrading Windows Server 2008 R2 from Standard edition

One limitation of Windows Server 2008 R2 Standard Edition is that is it limited to 32 GB of memory. There are other limitations as well that are of concern in virtualized environments such as hot-add of CPU and memory. See Wikipedia’s page for more information on the editions.

For more enterprise customers using virtualization the different Windows Server editions used in VMs doesn’t matter as volume licence agreements based on the virtualization host are usually the Datacenter edition, allowing an unlimited amount of any Windows Server licence to run as a guest. I’m not a licencing expert and I hate it so that’s all I’ll say about that.

I was faced with an existing VM that needed more than 32 GB of RAM. Initially it looked like I needed to do an upgrade or migration but upon further investigation, it is possible to do an in-place upgrade of the edition.

First, run the following to find out the current edition:

C:\>dism /online /get-currentedition

Deployment Image Servicing and Management tool
Version: 6.1.7600.16385

Image Version: 6.1.7600.16385

Current edition is:

Current Edition : ServerStandard

The operation completed successfully.

Next, find out what editions are available to change to:

C:\>dism /online /get-targeteditions

Deployment Image Servicing and Management tool
Version: 6.1.7600.16385

Image Version: 6.1.7600.16385

Editions that can be upgraded to:

Target Edition : ServerDataCenter
Target Edition : ServerEnterprise

The operation completed successfully.

The next step is to do the upgrade. As a best practice, if you’re virtualized take a snapshot as a roll-back plan. Choosing between the two options that are available to us, the ServerDataCenter edition is the way to go since it has the hot-add features.

A product key is required and activation of that product key will will be required later. I had problems using the Windows Server 2008 R2 Datacenter product key from the volume licencing site but had no problem using a generic KMS Client Setup Keys from Microsoft. Hey, if Microsoft is making licencing easy for once I’ll take it. Since it’s posted publicly anyway:

Platform Operating system edition Product key
Server Windows Server 2008 R2 Enterprise 489J6-VHDMP-X63PK-3K798-CPX3Y
Server Windows Server 2008 R2 Datacenter 74YFP-3QFB3-KQT8W-PMXWJ-7M648

So, let’s upgrade to Datacenter:

dism /online /set-edition:ServerDatacenter /productkey:74YFP-3QFB3-KQT8W-PMXWJ-7M648

Reboot the machine. It should now show the edition change in Control Panel, System and also recognize >32 GB of memory given it’s been presented it in VMWare:


Notice that it’s indicating that it requires activation. You can use the GUI to do both the Change product key to a valid licence can and then Activate Windows now, but I like to use the command line:

slmgr /ipk <setup key>

slmgr results always appear in a window named Windows Script Host, not in the command window.

Now, activate.

slmgr /ato

You’re all done! You can confirm via Control Panel, System, or:

slmgr /dli


 Rick’s Tech Gab: DISM Windows Server 2008 R2 Change Edition

2 thoughts on “Upgrading Windows Server 2008 R2 from Standard edition

  1. Hi Joel,

    First of all great article and thanks for sharing.
    I just want to make sure.
    Did you have any issues regarding windows updates after upgrading?
    kind regards

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