How to: Install Visual Studio 2012 Update 2 Offline

UPDATE (June 26): Visual Studio 2012 Update 3 now available, which includes Update 2

UPDATE (May 3): Announcing availability of ISOs for Visual Studio Updates

Just an update to note that the steps outlined in my earlier post, How to: Install Visual Studio 2012 Update 1 Offline, are still valid for Update 2. The only difference is that the file you'll download is named VS2012.2.exe for this release.

Note  Team Foundation Server and Team Foundation Server Express do not use this particular release of Update 2 (VS2012.2.exe). Instead, those products were re-released with Update 2 already included. The Update 2 release discussed here is for Visual Studio IDE-based products (e.g., Express for Windows 8, Professional, Team Explorer, etc.) and Test Professional. Other available updates are listed on the Visual Studio 2012 Update page.

Run the file you just downloaded using the /layout command line option:

Note  Unlike running an installation of Update 2 over the web, which only downloads the packages needed for your installed Visual Studio products, the /layout command line option downloads all Update 2 packages. 

Specify where to download the update packages:

Although it says Setup Successful!, all you've done is download the layout with the Update 2 packages (note that it reads, "...have been acquired successfully.")

In Windows Explorer, you'll see you now have another EXE file and a folder containing the packages. These are the items you want to: burn to a disc, copy to a USB drive, make an ISO, etc.

When you run VS2012.exe here without the /layout command line switch, you'll get the following:

Click More Information and you'll see a list of everything that will be updated or installed:

The Acquiring progress bar will go by fast since you have all of the files you need locally:

And this is real success message (note this time that it reads, "...have been installed successfully."):


Comments (31)
  1. LMKz says:

    Didn't work for me, fails half way see here:

  2. Naser Tahery says:


  3. says:


    close that page and head over the Visual Studio 2012 Update 2 (KB2707250) folder.

  4. KP says:

    @Vahid N:  So, in response to LMKz's comment, can we just point the error screen to the location that the packages were downloaded, or do we need to execute the KB2707250 update manually?

  5. Werner van Aswegen says:

    Much apprciated.

  6. says:

    Fails locating some or other package… while I'm trying to download it… If Microsoft wants millions of developers to take them serious and develop Win Store Apps they are going to have to do better. I used to be a HUGE VS fan, this kind of stupid hassles is really chewing away at that

  7. Robert says:

    I can't attach to the IIS worker process anymore after installing this. Anyone else having that problem?

  8. NightOwl888 says:

    This isn't working – I tried starting it twice, but I am not getting the UI dialog you show in your screenshots. I did verify the executable runs for a couple of minutes and then stops in task manager, but there are no indications anywhere of an interactive experience.

  9. RobCaron says:

    NightOwl888 – are you launching the EXE from a command prompt?

  10. Bandhan says:

    I downloaded update 2. Now do I need to download update 1 for any feature or update 2 enough. please inform me.

  11. Noury says:


    Is there by a chance a redistributable dor this update (2) to embed in an installer ?


  12. RobCaron says:

    @Bandhan – Update 2 is cumulative. It has everything in Update 1 + new stuff.

    @Noury – I think you can chain the installs, but you can't slipstream the update into an existing Visual Studio setup.

  13. Brandon says:

    I've been updating for about 2 hours. how long does this darn thing take?  I hit cancel. I ain't got time for that. I also don't have time for cancel, it's going on 30 minutes.

  14. allanCm says:

    Before I knew that I could do what this page says I installed in a machine and it took hours to download, but I need to update several machines, and now I prefer the approach mentioned here.

    After it finishes, how long does it take to just install the downloaded Update2?  

    Thanks for sharing this information, it is very useful.

  15. shima says:

    microsoft should create an iso file for update2

  16. Doug W says:

    Why does one need all the language packs, why can't we just have the English only to be download.

  17. Doug W says:

    Posted a comment but don't see it listed

  18. Joe says:

    Is there a WSUS way of installing this to machines?  ie, if I have "visual studio 2012" checked in the products list in WSUS, will this update show up?  So far, it does seem to be showing up in the "needed" list in WSUS.  WSUS is our preferred way of installing updates due to the enterprise features of WSUS

  19. Joe says:

    Is this update available via WSUS 2012?

  20. says:

    My First time to know this method to install vs update!Thanks!!!

  21. Atul Gupta says:

    Downloading all files using /layout command is too wasteful. Is there a way to at least download language specific files? i.e. only English?

  22. Adedoyin Kassem says:

    @Bhavtosh Is the size of the file really 1.8GB, seriously?

  23. rama charan says:

    this works for update 3 also thank you

  24. NaCl says:

    bad network leave me a failed download……..why not release an offline package?

  25. Mladja says:

    Thanks it work for me.

  26. Anton Clemenger says:

    Hi Rob, what is the process for downloading manually the files for this update. I am getting messages of the form:

    Failed authenticode verification of payload: C:UsersmyusernameAppDataLocalTemp{2fba7dd0-b8eb-4185-aea3-e6910d3f8102}Preparation_Uninstall

    This is for downloading preparation.exe though I presume I will have this problem with load of other files


  27. tonyselin says:

    Update 3 ISO for everybody.

    Update 3 ISO on Microsoft Downloads

  28. Salman Amintabar says:

    thanks a lot. I'm using this way to download Update 3 and it's work fine.

  29. Renato Leite says:

    Very good.


  30. Nemhara says:

    installation vb 2012 installed?

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