Discworld Noir was a superb adventure game, but is also notoriously unreliable, even in Windows on real hardware; using Wine is just not going to work. After many attempts at bringing it back into working order, I've settled on an approach that seems to work: now that qemu and libvirt have made virtualization and emulation easy, I can run it in a version of Windows that was current at the time of its release. Unfortunately, Windows 98 doesn't virtualize particularly well either, so this still became a relatively extensive yak-shaving exercise.


These instructions assume that /srv/virt is a suitable place to put disk images, but you can use anywhere you want.

The emulated PC

After some trial and error, it seems to work if I configure qemu to emulate the following:

  • Fully emulated hardware instead of virtualization (qemu-system-i386 -no-kvm)
  • Intel Pentium III
  • Intel i440fx-based motherboard with ACPI
  • Real-time clock in local time
  • No HPET
  • 256 MiB RAM
  • IDE primary master: IDE hard disk (I used 30 GiB, which is massively overkill for this game; qemu can use sparse files so it actually ends up less than 2 GiB on the host system)
  • IDE primary slave, secondary master, secondary slave: three CD-ROM drives
  • PS/2 keyboard and mouse
  • Realtek AC97 sound card
  • Cirrus video card with 16 MiB video RAM

A modern laptop CPU is an order of magnitude faster than what Discworld Noir needs, so full emulation isn't a problem, despite being inefficient.

There is deliberately no networking, because Discworld Noir doesn't need it, and a 17 year old operating system with no privilege separation is very much not safe to use on the modern Internet!

Software needed

  • Windows 98 installation CD-ROM as a .iso file (cp /dev/cdrom windows98.iso) - in theory you could also use a real optical drive, but my laptop doesn't usually have one of those. I used the OEM disc, version 4.10.1998 (that's the original Windows 98, not the Second Edition), which came with a long-dead PC, and didn't bother to apply any patches.
  • A Windows 98 license key. Again, I used an OEM key from a past PC.
  • A complete set of Discworld Noir (English) CD-ROMs as .iso files. I used the UK "Sold Out Software" budget release, on 3 CDs.
  • A multi-platform Realtek AC97 audio driver.

Windows 98 installation

It seems to be easiest to do this bit by running qemu-system-i386 manually:

qemu-img create -f qcow2 /srv/virt/discworldnoir.qcow2 30G
qemu-system-i386 -hda /srv/virt/discworldnoir.qcow2 \
    -drive media=cdrom,format=raw,file=/srv/virt/windows98.iso \
    -no-kvm -vga cirrus -m 256 -cpu pentium3 -localtime

Don't start the installation immediately. Instead, boot the installation CD to a DOS prompt with CD-ROM support. From here, run


and create a single partition filling the emulated hard disk. When finished, hard-reboot the virtual machine (press Ctrl+C on the qemu-system-i386 process and run it again).

The DOS FORMAT.COM utility is on the Windows CD-ROM but not in the root directory or the default %PATH%, so you'll have to run:

d:\win98\format c:

to create the FAT filesystem. You might have to reboot again at this point.

The reason for doing this the hard way is that the Windows 98 installer doesn't detect qemu as supporting ACPI. You want ACPI support, so that Windows will issue IDLE instructions from its idle loop, instead of occupying a CPU core with a busy-loop. To get that, boot to a DOS prompt again, and use:

setup /p j /iv

/p j forces ACPI support (Thanks to "Richard S" on the Virtualbox forums for this tip.) /iv is unimportant, but it disables the annoying "billboards" during installation, which advertised once-exciting features like support for dial-up modems and JPEG wallpaper.

I used a "Typical" installation; there didn't seem to be much point in tweaking the installed package set when everything is so small by modern standards.

Windows 98 has built-in support for the Cirrus VGA card that we're emulating, so after a few reboots, it should be able to run in a semi-modern resolution and colour depth. Discworld Noir apparently prefers a 640 × 480 × 16-bit video mode, so right-click on the desktop background, choose Properties and set that up.

Audio drivers

This is the part that took me the longest to get working. Of the sound cards that qemu can emulate, Windows 98 only supports the SoundBlaster 16 out of the box. Unfortunately, the Soundblaster 16 emulation in qemu is incomplete, and in particular version 2.1 (as shipped in Debian 8) has a tendency to make Windows lock up during boot.

I've seen advice in various places to emulate an Eqsonic ES1370 (SoundBlaster AWE 64), but that didn't work for me: one of the drivers I tried caused Windows to lock up at a black screen during boot, and the other didn't detect the emulated hardware.

The next-oldest sound card that qemu can emulate is a Realtek AC97, which was often found integrated into motherboards in the late 1990s. This one seems to work, with the "A400" driver bundle linked above. For Windows 98 first edition, you need a driver bundle that includes the old "VXD" drivers, not just the "WDM" drivers supported by Second Edition and newer.

The easiest way to get that into qemu seems to be to turn it into a CD image:

genisoimage -o /srv/virt/discworldnoir-drivers.iso WDM_A400.exe
qemu-system-i386 -hda /srv/virt/discworldnoir.qcow2 \
    -drive media=cdrom,format=raw,file=/srv/virt/windows98.iso \
    -drive media=cdrom,format=raw,file=/srv/virt/discworldnoir-drivers.iso \
    -no-kvm -vga cirrus -m 256 -cpu pentium3 -localtime -soundhw ac97

Run the installer from E:, then reboot with the Windows 98 CD inserted, and Windows should install the driver.

Installing Discworld Noir

Boot up the virtual machine with CD 1 in the emulated drive:

qemu-system-i386 -hda /srv/virt/discworldnoir.qcow2 \
    -drive media=cdrom,format=raw,file=/srv/virt/DWN_ENG_1.iso \
    -no-kvm -vga cirrus -m 256 -cpu pentium3 -localtime -soundhw ac97

You might be thinking "... why not insert all three CDs into D:, E: and F:?" but the installer expects subsequent disks to appear in the same drive where CD 1 was initially, so that won't work. Instead, when prompted for a new CD, switch to the qemu monitor with Ctrl+Alt+2 (note that this is 2, not F2). At the (qemu) prompt, use info block to see a list of emulated drives, then issue a command like

change ide0-cd1 /srv/virt/DWN_ENG_2.iso

to swap the CD. Then switch back to Windows' console with Ctrl+Alt+1 and continue installation. I used a Full installation of Discworld Noir.

Transferring the virtual machine to GNOME Boxes

Having finished the "control freak" phase of installation, I wanted a slightly more user-friendly way to run this game, so I transferred the virtual machine to be used by libvirtd, which is the backend for both GNOME Boxes and virt-manager:

virsh create discworldnoir.xml

Here is the configuration I used. It's a mixture of automatic configuration from virt-manager, and hand-edited configuration to make it match the qemu-system-i386 command-line.

Running the game

If all goes well, you should now see a discworldnoir virtual machine in GNOME Boxes, in which you can boot Windows 98 and play the game. Have fun!