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WUPG98 updated!

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In addition, the "THE SKY IS FALLING!!!" poster fails to note that there are two other options (probably more complete).

(WOW! First post to come and SCREAM!)

Fair warning again given - do NOT mix this one with the OTHER projects!

Please ALSO note that Autopatcher include many (MANY) Optional Components (IE6, DX9, etc) that this one does NOT!

SESP3 is a "repackaged" set of Updates requiring no other Optionals to be installed.

THIS package falls more in line with Autopatcher methods and WILL require other Packages to be installed FIRST!

This also explains the "size" differences. Reference the sticky "Complete List Of Hotfixes" for more information.

As the Old Crusader said in Indiana Jones "Choose wisely...".

(Sky not falling, move along folks, nothing to see here...)

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WARNING!!!!! DO NOT (REPEAT! DO NOT!!!) DOWNLOAD FROM THE LINKS PROVIDE BELOW UNLESS ...You want toolbars and other misc crap downloaded and installed on your computer iF POSSIBLE LOCATE & DOWNLOAD THE FILE "wupg98en-AFL.EXE" ELSEWHERE

The actual file is fine. It is a WinRar SFX and is a perfectly safe archive. Here is the one from that link that I just tested ...

  • 2013-04-28 00:55 29,746,887 wupg98en-AFL.EXE

The problem that the above commenter is describing originates from the piece of crap website called Uploading.com. When you first get to the intermediate page for downloading you have to quickly uncheck the box that says "use download accelerator". The page is on a timer, so you have to be fast ...


If you fail to do this, the default automatically sends you the "download accelerator", a euphemism for a spyware laden un-necessary software ...


Note the size of the file indicated by the arrow. Many sites send you a downloader and most times they are a few hundred KB in size like this one. You do not want or need the "downloaders" because at the very least they will have toolbars, if not actual spyware.

So uncheck that box quickly and you should never see the downloader. I suggest the OP edit the top post and warn folks ( you can use this image if you want - http://i.imgur.com/k3pd4aP.jpg - it is that first one shown ).

P.S. Another thing to note is that the default action for that file download dialog in my Opera window there is "Save" and NOT "Run". I can't remember if that is something that Opera has by default or if it is a preference I changed. But it is a very important distinction because if it were "Run" it would mean the only thing separating your computer from malware is a single click or "Enter". :blink:

EDIT: typos

Thank you for asking.

I had to put the download file on "uploading.com" because several times when it was on "host.sk" servers the downloads were unavailable althought I put the file on the server.

So I choosed to use a external server which is more reliable!

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I've done some testing with the browsers. However I found out that FireFox 3 is not the best choice.

I'm now using the Opera version 10.63 on my Windows 98SE Pc which is better than FF.

For example when I tried loading the website "List of TCP and UDP port numbers - Wikipedia" the loading of the table it took nearly eternities with ff3 or internet explorer 6.

Background info: The opera 10.63 (apparently for windows me, but it will work on 98se too, at least on using kernelEx) is from 2010.

so pretty actual!

I found the version through "wikihow" -"how to use windows 98".

The direct link (if unknown) to the browser is:


Btw. I want to say thank you to the community for the great uptodate " Last Versions of Software for Windows 98SE " section, through which I found Spybot Search&Destroy 2.2 as a Anti-Spyware software. At the moment I'm trying to optimize internet speed on my 98se Pc. Because I don't want to take the fact, that my machine only reaches 6mbps download potential through a 100BaseT cable! And our max speed on every other OS is 15Mbit/s with W-Lan! So I'm trying to find out if there is any spyware on it.

Soon I'll find out more!

Edited by X-Mas

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11.64 is the better option if you have KernelEx installed, and 12.02 works too but is much slower...

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11.64 is the better option if you have KernelEx installed, and 12.02 works too but is much slower...

Thanks. I'm running the 11 version now and installed flash 10 over latest kernel ex.

Only problem is, whenever i use the IE6 flash applications make the browser crash(as flash 10 is only supposed to run on win 2000 and ie6 from win98se don't work together). However I could speed up my downloads a bit. But its no real boost.

I used this application: http://www.speedguide.net/downloads.php

Just wanted to share this information, as I know how it sometimes sucks being limited on internet speed just because of the registry settings and so stuff...

Edited by X-Mas

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On ‎13‎.‎04‎.‎2006 at 3:08 PM, X-Mas said:


The newest version is now named "WUPG98 Afterlife Edition:"

Upgrade Pack 98

Over a decade old and far more mature!
"WUPG98!- cause a 12 years matured OS cannot be compared with a "7" month OS-Baby."

***Upgrade Pack 98 -Afterlife Edition****

Includes cumulative about 60-70 Microsoft Updates ,USB-Mass Storage Device Drivers for Windows 98(USB drivers for Windows 98 supporting most USB devices),Internet-Games,Movie Maker 1.0 with 287564 Update, and many more.

DirectDraw 3D setting
Taskbar Shuffle v. 2.5 (offers moving and ordering of Windows in the Taskbar, what not even Vista can)
Windows Media Player 11 SKIN
Several Security Updates (featuring HOT Updates from 2008!!! for IE6, WMP9, and FLASH)

Special Extra:
137Gb HDD (manual activation in the "Config" Folder)

Major Changes:
See "201x"-Folder for aftersetup (!) KernelEx v. 4.5 improves Compatibility so you can use FireFox 3, Macromedia Flash 8 Professional,The Chronicles of Riddick EFBB Demo, Adobe Flash 10,1 Plugin DOOM 3...) (!) NTFS volume access for Win98 (for personal use only)
and more...

What the Upgrade contains:

Windows 2000 Sheme and Win ME Desktop Icons.
A bether version of the Defrag program and Windows 2000/ME startsounds.
Audio CDs can be viewed as Wav-Files the Explorer.
HTML Files and Pictures (gif,jpeg) that can be opened with Internet Explorer are opened in a new Internet Explorer window now,
instead of been opened in one of the Internet windows which are already opened.
Internet Explorer 6 Bug Fix (against hanging and long delay problems on deleting or moving of many files)
Fast removing of USB mass storage devices(read in "C:\wupg\config" folder)
Bether Regedit and Notepad.
Solves "Out of Memory" Error Messages with Large Amounts of RAM Installed (512 MB Patch)
Solves Error "There Are No Spare Stack Pages"
Multi-coloumn und faster opening Startmenu,no interruption while defraging through Screensavers anymore,
256 Color Systray Icons ,Recyclebin can be renamed,fixes some Bugs,
USB-Mass Storage Device Drivers, ,speeds up the floppy drive,
more safety through emptying the Recent Docs list in the start menu after shutdown, the last logged on user is'nt shown at the logon,
shows the full name and it's extension of files,no AUTOPLAY of Data CDs
and Audio-CDs, automatic unload of DLLs,speeding up of Zip-Drives ,
Actice Desktop can be disabled,
adds the "open in Dos window" command in the context menu of folders,command Uninstall in context of Inf files,
and also a Reg file to disable the "Cancel" button at logon and more.

Microsoft Updates:
wucsp Windows® 98 Customer Service Pack 1 (only Windows 98 Standard)
236926 Windows 95/98 TCP/IP May Retransmit Packets Prematurely
243199 NDIS Intermediate Drivers Errors NDIS.VXD build 4.10.2224
263044 Fdisk doesn't recognise Harddisks larger than 64 GB correct.
273017 Windows IDE Hard Drive Cache Package
273727 Malformed IPX NMPI Packet NWLINK.VXD VSERVER.VXD Security Update
811630 Security Update for Internet Explorer
823559 Security Update for Microsoft® Windows 98 and Windows 98 Second Edition
814078 JSript 5.6 Secutity Patch
243450 ScanDisk-Flaw on IDE-Harddisks larger than 32 GB
TelnetUp Telnet Update
4756 Shutdown Supplement
329048 Unchecked Buffer in File Decompression Functions May Allow Attacker to Run Code
323255 Unchecked Buffer in Windows Help Facility May Allow Attacker to Run Code
323172 Flaw in Certificate Enrollment Control May Cause Digital Certificates to Be Deleted
314147 An Unchecked Buffer in the SNMP Service May Allow Code to Run
274548 Patch for "HyperTerminal Buffer Overflow" Vulnerability
260067 Windows 98 Second Edition Mapped Drives Shutdown Update
259728 Windows Hangs with Fragmented IP Datagrams
256015 Fatal Exception 0E with Multiple MS-DOS Device Names in Path
249973 Default RTF File Viewer Interrupts Normal Program Processing
245729 Windows 98 File Access URL Updatet
311561 MS-DOS Does Not Properly Process Hard Disk Hardware Errors
hhupd HTML Help Update (1.4)
crlupd Erroneous VeriSign-Issued Digital Certificates Pose Spoofing Hazard - Security Update
313829 Unchecked Buffer in Windows Shell Could Lead to Code Execution
329115 Certificate validation flaw might permit identity spoofing
scr56 Windows Script 5.6
891711 Vulnerability Patch
instmsia Windows Installer 2.0 Redistributable
240075 USB Devices May Not Work in Windows 98 Second Edition
870669 Disable ADODB.Stream object from Internet Explorer
833989 Internet Explorer Update
245682 IDE-Controller disabled in Device-Manager
287564 Security Update for Movie Maker 1.0
896358 Update
888113 Vulnerability in Hyperlink-Objectlibray could allow remote code execution
891781 Security Update for Internet Explorer
249635 USB Update hidclass.sys 4.10.2223
unicows Microsoft Layer for Unicode
253697 USB Enumeration Problems with
OpenHCI Controller on Fast Computers
rootsupd Root Certificate Update
249146 Sounds May Be Disabled Using PlaySound API with USB HID Devices Present
241084 Computer Hangs Entering ACPI S4 Mode with USB Device
306453 You Receive a Bugcheck in Usbhub.sys When You Remove or Add a USB Device
274370 Windows 98 Second Edition Patch for Error Message on a Blue Screen When You Try to Play Digital CD Audio
290831 Windows 98 Second Edition SRB_FUNCTION_SHUTDOWNRequests Not Sent to SCSI Miniports During Shutdown Patch
269601 Windows Driver Model Audio Update for Windows 98 Second Edition (WDM)
272137 GetShortPathName() Does Not Work When It Is Passed a Long File Name from A Novell NetWare Server
288430 Laptop Computer Hangs During Docking or Undocking
259253 ACPI Computer with Anti-Virus Software Installed Stops Responding When You Restart Computer
904706 Security Update for DirectX 9
908519 Vulnerability in Embedded Web Fonts Could Allow Remote Code Execution
918439 Vulnerability in ART Image Rendering Could Allow Remote Code Execution
917344 Vulnerability in Microsoft JScript Could Allow Remote Code Execution
918547 Vulnerability in Graphics Rendering Engine Could Allow Remote Code Execution

KB941569 Vulnerability in Windows Media file format could allow remote code execution (2007)
KB923789 Security Update for Flash Player (2008)
KB953838 Cumulative Security Update for Internet Explorer 6 Service Pack 1 (October, 2008)

KB2378111 Vulnerability in Windows Media Player Could Allow Remote Code Execution (2010) (replacing KB936782 and all former WMP 9 Updates concerning wmp.dll)

For the additional Features and addons the credits go to MDGx,Xeno86 (KernelEx) and Jay E (Taskbar Shuffle), marxo (WMP 11 Skin) ,

so a big thank you guys off your offering these great freeware and GPL License products !!!

See http://www.w98upg.net.tf

Who is responsible for the Product:

The most important:

For English language Win98:

For German language Win98:

Ok following Information whom it may concern.

None of the above mentioned links work currently.

Concerning Uploading.com "OOPS! Looks like file not found" issue I can re-upload the german and english Version of the recent Windows 98 Upgrade Pack (WUPG98).

But who doesn't want to wait I recommend downloading directly from MDGX:

Summary for the WUPG98


English Version:


Deutsche "German" Version:


Don't want to promise to much, but it may be possible that WUPG98 becomes a last cameo (on ist original website or not we will see, I will leave a link if the host.sk Domain will not bei available)

where Internet browsing will play an key issue. This will either as a whole new pack version or as an smaller "Extension" so people by popular demand can also have new features without having to choose either Revolution Pack, unofficial SP2/SP3 or the WUPG98 for Windows 98.

Additional info as of 16.09.2016:

Wanted to announce already in January 2016 that the current project status for the "Windows 98 Upgrade Pack" aka WUPG98/W98UPG is frozen because a new version containg a few older and newer unofficial updates was planed also an additional language with another imporant addition being improvement for browsing the Internet on 98SE PCs. Since Microsoft Windows Update Server (v4) is offline the main goal for the new WUPG98 is impossible for the planned complete pack in this particular third language. Thats the background story why maybe there will only be a smaller "Extension" to be released.

Edited by winxpi

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10 Years late, but is someone able to explain what this does exactly?

Is it just another Unofficial Service pack?

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@Kippykip - yes. AFAIK, there's 3 pertaining to 98SE, of which this is one of two "Service Packs". The other is called USP98SESP3 (Unofficial Windows 98 SE Service Pack v3). A third is called "Autopatcher 98 SE" and installs the individual Official/Unofficial fixes instead.

Second one -


I'd have to dig for a link to the last AutoPatcher. Here -


Edited by submix8c

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Can I install this alongside 98SE2ME and Revolutions Pack and KernelEx?

Should I install AutoPatcher, this, or U98SESP3?

Edited by r3muxd

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On 22.10.2017 at 10:01 PM, r3muxd said:

Can I install this alongside 98SE2ME and Revolutions Pack and KernelEx?

Should I install AutoPatcher, this, or U98SESP3?

I do have experience testing WUPG98 with KernelEx.

KernelEx was also included in the last version, but it was an older version.

I will answer your question in two parts. Main part and "experimental/part".

Ofcourse experimental part is at your own risk (ofcourse you should backup all your important files like suggested before most of the  Update Packs here regardless of which one you install and even if it is a recommended way!).

Main part (recommended):

In the case you install  WUPG98 and KernelEx  it would be very recommended to first install wupg98 and then KernelEx.

Why? One of the updates contained install kernel32.dll 4.10.2224 version. It you have windows 98se fresh installed you would use kernel32.dll 4.10.2222.

KernelEx in the  case  you installed it first(before the update) would overwrite the functions of kernel32.dll 4.10.2222.

But after installing WUPG98 (atleast this happened for the version that I tested when WUPG98 came out in 2010) the KernelEx functions would be disabled since kernel32.dll gets replaced.

Whatever Update Pack you install is up to you. If you want it you can even install the U98SESP3 and download the version of WUPG98 from MdGXs homepage and than extract some features that might not be available.

It would however not be a good idea to install the complete set of updates from this pack if you already have U98SESP3. Some files are different like the so mentioned kernel32.dll. And than you would get a version conflict probably (maybe not depending which order you installed it).

Summary concerning your question:

So best practice for most update packs is to first install lets say U98SESP3 or WUPG98 or 98SE2ME and then afterwards KernelEx.



Experimental part (not recommended):

But if you want to know if it really is possible to install all 3....

If I had to choose to install all 3 of them and KernelEx. I would do this:

First Upgrade Pack 98 (WUPG98). Then U98SESP3. Then as last 98SE2ME.

This order should (but most not always) allow that there are less version conflicts.

And than ofcourse KernelEx.

Since KernelEx also works for Windows ME its also the best idea to install it as very last.

However: And this is why I dont recommend to install all 3 (other than installing KernelEx after one of the 3 packs which is no issue)

You will probably have difficulties uninstalling the packs since, I dont know how that would work after these "3 transformations".

If you ever think of uninstalling.

Edited by winxpi

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As of KernelEx 4.5.2, Kernel32.dll is no longer patched, however installing Kex last is still a good idea. Make sure you uninstall any old Kex version before beginning the updates and also after WUPG98 (if it installs an old version).

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Right, I must have forgotten that as I didnt update WUPG since then IIRC anymore. 

What happened so far (after the last version in 2010):

The last thing I did planing on was adding a few updates that werent included in the pack before. Then I still had another IE6 cumulative update (unofficial) but since IE6 nowadays is used so rarely (support of pages post http/1.1 and security reasons) that wasnt really a big thing to include. So rather it wouldn have been interesting to include something to improve the non-IE browsers supporting 98SE. And after youtube ended up disabling flash in favor of html5 well windows 98se got thrown against the wall you could say (atleast for systems with outdated hardware).

Since the page that included the original download of WUPG98 is offline for some years now it would also be a question of finding a new hosting page(although it would be enough to just share the link here I know or send if to MDGx) if I ever get time to finish a new version of the WUPG. Currently Im not having enough time to continue or better said dont take the time and lack of motivation aswell.

Im happy watching that the MSFN community supports 98se after so many years and are enjoyed too see what everyone comes up with.

The last "big" thing (or not so unimportant thing) I thought about inlcluding recently, was maybe adding TimeZone updates. But yeah...dont wanna be a pessimist on that one but even the European Union was now thinking about abolishing the Daylight Saving Time.... So better wait what comes out there (not to put too much effort in the thing before everything is outdated again).

Microsoft aswell didnt make things easier with shutting down the Windows Update v4 server for 98 (having it online especially wouldnt have been easier for new ideas too include like even more than the 2 languages so far, although I admit that would have been more effort than ever doing the translating of the descriptions and so) but that was a much longer time ago than most of the stuff mentioned here IIRC.

Just in case somebody was a bit interested what was going on recently about WUPG98. I thought I share this with you. 

Edited by winxpi
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