I’ve seen some wild projects in my day, but this one is definitely up there as one of the more ambitious.
Stock Microsoft Windows CE 2.11 running on a real Nintendo 64. A custom HAL drops the unmodified
nk.libkernel onto VR4300, brings up the CE 2.11 GWES desktop and shell, mounts the EverDrive-64 X7’s SD card under\SDCard, treats the N64 controller as a mouse, plays sound through the N64 AI hardware via the standard CE wave stack, and runs third-party CE 2.11 EXEs straight off the SD card.This is a hobby reverse-engineering project: there is no official CE 2.11 port to N64 from Microsoft. Everything below the unmodified
↫ ThroatyMumbonk.lib(HAL, OAL, display driver, FSD, kbd/mouse PDD, wave PDD, RDP-accelerated GDI fill, ed64-X7 driver) is part of this repo.
Getting a fully operational desktop on Windows CE 2.11 is a lot harder than it appears at first sight, because this earlier version of Windows CE didn’t come with many of the reference implementations of components that later versions would add. OEMs were supposed to develop their own user interfaces for Windows CE 2.11, so the entire desktop you see here on this N64 port – window manager, taskbar, file manager, and so on – consists of custom code developed by ThroatyMumbo, using the standard Windows CE APIs.
That’s not all, though, as the same applies to the various drivers needed to make Windows CE 2.11 talk to the hardware in the Nintendo 64. Windows CE 2.11 contains the interfaces for drivers but OEMs were supposed to write their own device drivers. So ThroatyMumbo did: the display driver, input drivers, sound driver, cartridge driver, and so on, are all written from scratch. Absolutely incredible. Note: it seems “AI” has been involved in this project, but it’s unclear to what extent. I didn’t see any telltale signs, but readers have reached out to me about this.
The result of all this is that you can now run Windows CE 2.11, including a familiar shell, on your N64, and run any Windows CE applications as well. Absolutely wild.

Last night, I watched part of the YouTube video he did, but I was rather turned off by the amount of AI use, and I didn’t stick around long enough to see if it was just for the lulz or not. I guess it’s a safe assumption that AI isn’t suitable for writing WindowsCE drivers for the N64, but even then I did not like watching a video of a guy asking an LLM some questions
Why roll your own shell when CE includes the stock HPC-style shell, which should work just fine?
If you can target CE 3, I’m pretty sure that gets you Direct3D, which means you could drive the 3D hardware via standard means.
Windows CE 2.11 didn’t include that shell yet, as the link clearly states.