Windows 10 upgrade error “Setup has failed to initialize the working directory”

Setup has failed to initialize the working directoryScenario

You have attempted to upgrade to Windows 10, perhaps with the media / download tool however none of the upgrades are successful.

You may be experiencing one or more of the following symptoms:

  • “Upgrade this PC now” gives the disappointing “Something happened” error message
  • Creating a USB or ISO image is unsuccessful
  • You may receive a message box saying “Setup has failed to initialize the working directory”
  • Windows Updates for “Upgrade to Windows 10 Pro” has repeatedly failed
  • User anger and frustration at the implication “Something happened” but in reality absolutely nothing happened and you have to start again!

Upgrade to Windows 10 Pro - Failed Windows Updates

Possible Cause

I’ve seen this problem occur when the C:\ drive on the computer being used is low on disk space.

The upgrade process requires approximately 3GB to store upgrade sources, however the actual upgrade and/or creation of an ISO image requires more space. Ensure you have a minimum of 10GB space free on C:\

If you’re unsure where your disk space is tied up, I recommend the free and open source tool WinDirStat to help you visually find used space in unexpected locations.

Did this help? Let me know in the comments.

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