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Article ID: 311562 - Last Review: November 5, 2003 - Revision: 1.2

This article was previously published under Q311562

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When you are upgrading to Windows XP, you may receive the following error message:
An unexpected error (768) occurred at line 5118 in <drive letter>\xpclient\base\boot\setup\setup.c Press any key to continue.
Once you hit any key, the system then starts to load Windows, after which you receive the following:
A problem has been detected and windows has been shutdown to prevent damage to your computer. PROCESS1_INITIALIZATION_FAILED
If this is the first time you have seen this stop error screen, restart your computer. If this screen appears again, check to make sure any new hardware or software is properly installed. If this is a new installation, ask your hardware or software manufacturer for any windows updates you might need.

If problems continue, disable or remove any newly installed hardware or software. Disable BIOS memory options such as caching or shadowing. If you need to use Safe Mode to remove or disable components, restart your computer, press F8 to select Advanced Startup Options, and then select Safe Mode.

Technical Information:

***STOP: 0x0000006B (0xC000003A, 0x0000002, 0x0000000, 0x0000000)


This behavior can occur if there is software installed on the computer that is incompatible with Windows XP.


To work around this issue, use one of the following methods.

Disable GoBack when Windows XP Setup Restarts Your Computer

To disable GoBack when Windows XP Setup restarts your computer:
  1. Press SPACEBAR to view the GoBack boot menu.
  2. Press D (to disable goBack), press Y (yes, to confirm), and then press ENTER twice.

Cancel Setup, Uninstall GoBack, Then Reinstall Windows XP

  1. Restart the computer, and then choose the "Cancel Windows XP Setup" option.
  2. When your previous version of Windows is running again, use the Add/Remove Programs tool in Control Panel to uninstall the GoBack version 3 software.
  3. Reinstall Windows XP.


Microsoft has confirmed that this is a problem in the Microsoft products that are listed at the beginning of this article.


The third-party products that are discussed in this article are manufactured by companies that are independent of Microsoft. Microsoft makes no warranty, implied or otherwise, regarding the performance or reliability of these products.

  • Microsoft Windows XP Home Edition
  • Microsoft Windows XP Professional
kbenv kberrmsg kbprb kbsetup KB311562
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