Given a machine configured with :

Are there any free, non-time-sensitive virtual machine hosts that can host either 32 or 64 bit guest machines?

The candidates:

  • VMWare Server (doesn't work well with 64 bit Windows 7... some driver signing problems that I don't want to muck around with)

  • VMWare Workstation (is time limited at 30 days)

  • Microsoft Virtual PC 2007 ?

  • Sun VirtualBox - work perfectly with the conditions given! VirtualBox's only problem is that it's DIFFICULT to have it run headless. The problem is that VirtualBox requires you to "Start" each system, which brings up a new window. Closing that window will Suspend or Close that VM.

The goal is to host a wide array of guest machines; Windows, OSX (longshot), and *nix.

Question: any way to have Sun VirtualBox run headless in an official supported manner?

  • 1
    You can run the headless machines as services which means you wont notice them running. I'll try and dig out a tutorial I saw a while back. Jun 10, 2009 at 17:48

6 Answers 6


I assume you've read through the official VirtualBox documentation on setting up headless systems, right?


Did those instructions not work for you? They specifically mention 2 different ways to start a headless VM. Have you asked on the VirtualBox forums?


You picked just about the worst possible combination to host virtual machines: a desktop operating system that isn't even out yet and a CPU that doesn't support virtualization. Toss in the ability to host OSX, something that's also completely unsupported, and you're asking for something that just doesn't exist.

If you truly do need OSX, then your only answer is to buy an Apple machine like a Mac Mini, run VMware Fusion on it, and then you can host a wide array of guest machines.

If you can't change your hardware, you can at least switch to Windows 2008 R2 (obviously licensing isn't an issue for you, since you're using an unreleased OS and talking about virtualizing OSX) which would give you Hyper-V.

  • Brent, I might want to get a proper demo of some of your company's code in the UK, is there anyone in particular I should ask for when calling them? Thanks.
    – Chopper3
    May 17, 2009 at 20:07
  • Thanks Brent, I am a follower of your blog, and read your articles often. In fact, your article on Hackintosh was one that is helping me discover OSX on my netbook.
    – p.campbell
    May 17, 2009 at 20:16
  • Chopper3 - sure, email [email protected] and let them know what you're interested in, and they'll get right with you. Philoushka - ha! Thanks, glad you liked it!
    – Brent Ozar
    May 17, 2009 at 20:28

Well I think you're on your way to answering your own question to be honest.

Certainly VirtualBox seems closest to your requirements - it supports non-VT-processors and Windows/Linux VMs - not so sure any product officially supports OSX as that is effectively advocating software piracy or similar - but I'm sure it'll work.

HERE is Wikipedia's very good comparisons of various VM host code.


If it's Windows 7 Beta, the latest free version of Microsoft Virtual Server works great on it. (I use it daily.)

However, and this is important: In Windows 7 RC, Virtual Server (etc) is blocked. I think they might undo that for RTM, but I don't know for sure, I guess they're working on issues around it, or something.

  • It's been replaced with the new Virtual PC beta and Windows XP Application Mode. Virtual Server R2 will not be supported on Windows 7 May 18, 2009 at 7:59

Have you considered whether Windows 7 32-bit might be an option? You didn't mention how many virtual machines you're planning to run or what they'll be doing, but you might be able to get away with this if it's a test or development setup.

I've been running VMWare Server on Windows 7 32-bit without issue for over six months now after encountering similar issues with Windows 7 64-bit.

This could be a decent solution if you don't need 64-bit virtual machines. (If the host processor supported VT you'd be able to run 64-bit virtual machines even on a 32-bit host OS..)

  • Thanks Peter. It's a good suggestion, and would definitely open the door to more options. However, this installation wants to take full advantage of 8gb RAM.
    – p.campbell
    Jul 9, 2009 at 21:25

Contrary to the solution proposed in another answer: Windows 7 x64 - free virtual machine host applications running headless

Moving to Windows Server 2008 R2 won't solve the problem. This is because the question clearly stated that the processor doesn't support hardware virtualization (does not have Intel VT -- which I'd guess likely implies its an Intel Core-2 Duo from the E4000 line).

So, it would be technically possible to install Windows Server 2008 R2 (any chip that is I64 compatible), it would not be possible to install Hyper-V (the server and Hyper-V will refuse to install due to the lack of I-VT support).

By any chance, did you install Windows 7 via mounted VHD and the new Boot to VHD feature? If so, I think it may be advisable to "downgrade" to Windows Server 2003 and use Virtual Server 2005 (or Windows XP Pro and Virtual PC 2005) -- these OSes and the chipset you have work very well together (there was no requirement for I-VT support).

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