How to fix error 0x8007000E in Windows 11/10

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0x8007000E means E_OUTOFMEMORY. Windows Update ran out of memory while trying to download or install an update. That doesn't necessarily mean your PC is low on RAM. It can also mean something is hogging memory in the background, the update cache got corrupted, or the paging file is too small.

Why this happens

  • Too many programs running during the update, not enough free RAM left
  • The Windows Update cache (SoftwareDistribution folder) got corrupted
  • The paging file is disabled or set too small
  • A memory leak in a driver or background service
  • The update is large (like a feature update) and your system is tight on resources
  • Antivirus scanning update files in real time and holding them in memory

1. Free up memory and retry

Close everything you don't need before running Windows Update. Browsers with dozens of tabs are usually the biggest memory hog. Open Task Manager (Ctrl+Shift+Esc), go to the Processes tab, sort by Memory, and kill anything you don't need right now.

Then go back to Settings → Windows Update and click Check for updates again. If the update was barely failing, this alone can fix it.

2. Restart the Windows Update service

Sometimes the Update service gets stuck holding memory it shouldn't be. Open Command Prompt as admin and run:

net stop wuauserv
net start wuauserv

Then retry the update. This forces it to start fresh without a full reboot.

3. Clear the Windows Update cache

A corrupted cache can make the update process use way more memory than normal, or fail during extraction. Open Command Prompt as admin.

Stop the services first:

net stop wuauserv
net stop cryptSvc
net stop bits
net stop msiserver

Rename the cache folders:

ren C:\Windows\SoftwareDistribution SoftwareDistribution.old
ren C:\Windows\System32\catroot2 catroot2.old

Start them back up:

net start wuauserv
net start cryptSvc
net start bits
net start msiserver

Reboot and check for updates. Windows will rebuild both folders from scratch. Delete the .old folders once the update goes through.

4. Check and fix the paging file

Windows uses the paging file (virtual memory on disk) as overflow when physical RAM fills up. If you disabled it or set it too small, large updates won't have enough room to work.

Go to Settings → System → About → Advanced system settings (or press Win+R, type sysdm.cpl, hit Enter). Click the Advanced tab, then Settings under Performance. In the new window, go to the Advanced tab again and click Change under Virtual Memory.

If "Automatically manage paging file size for all drives" is unchecked, either check it to let Windows handle it, or set a custom size. A reasonable minimum is 1.5x your physical RAM, maximum around 3x. For 8 GB of RAM, that means at least 12288 MB.

Click Set, then OK all the way out and reboot.

5. Run the Windows Update troubleshooter

The built-in troubleshooter resets several Update components and can clear stuck states.

Windows 11: Settings → System → Troubleshoot → Other troubleshooters, click Run next to Windows Update.

Windows 10: Settings → Update & Security → Troubleshoot → Additional troubleshooters, pick Windows Update.

Let it run, apply whatever it finds, and reboot.

6. Run DISM and SFC

If system files related to Windows Update are corrupted, the update process can misbehave and eat more memory than it should. Open Command Prompt as admin:

DISM /Online /Cleanup-Image /RestoreHealth

This takes 15-30 minutes. Then run:

sfc /scannow

Reboot after both finish and try the update again.

7. Download the update manually

If the error keeps coming back, grab the update yourself and install it offline. This skips the Windows Update mechanism entirely.

Go to the Microsoft Update Catalog. Search for the KB number of the failing update (you can find it in Settings → Windows Update → Update history or in the error details). Download the version that matches your system (x64 for most modern PCs) and double-click the .msu file to install it.

For major feature updates, use the Windows 11 Update Assistant or Windows 10 Update Assistant instead.

8. Check for bad drivers and memory leaks

If 0x8007000E keeps showing up and your system feels sluggish in general, something might be leaking memory.

Open Task Manager, go to the Details tab, and add the Commit size column (right-click any column header → Select columns). Sort by commit size and watch it for a few minutes. If a process keeps growing without stopping, that's your leak.

Outdated printer drivers, VPN clients, and antivirus software are the usual suspects. Update or reinstall whatever is misbehaving.

You can also run Windows Memory Diagnostic to check for faulty RAM. Press Win+R, type mdsched.exe, and pick "Restart now and check for problems." The scan runs before Windows boots. If it finds errors, you probably have a bad RAM stick.

Last resort: in-place upgrade

If nothing works, do an in-place upgrade. Download the Media Creation Tool from Microsoft. Run it, choose "Upgrade this PC now", keep your files and apps. This reinstalls Windows over itself, giving you fresh update components without wiping your data.

Check for updates after the upgrade finishes. The error should be gone.