Leaked Microsoft experiment reveals Project Aion, an AI operating system built entirely around Copilot

A leaked Microsoft experiment reveals a new OS built entirely around Copilot and AI agents

Serving tech enthusiasts for over 25 years. TechSpot means tech analysis and advice you can trust. First look: Microsoft is currently selling the idea of Windows and Copilot as two separate things: an OS and an assistant riding along on top of it. However, a leaked video shows Project Aion, an internal prototype where Copilot doesn't just sit inside Windows, it becomes Windows, swallowing the Start menu, the taskbar, and three decades of desktop conventions in the process. The footage is reportedly two years old, so Aion is most likely dead by now. But it's the clearest look yet at how far Microsoft was willing to take its agentic AI ambitions. Back when Copilot was still a brand-new AI experience, Microsoft was already trying to turn the service into a cloud-based OS. That experiment appears to be long gone now, but Microsoft is apparently still trying to bring Copilot everywhere, despite stating otherwise. The Aion clip first leaked through BetaWiki's Discord server, describing a web-based agentic OS with the Copilot AI baked directly into the system's core shell. The system runs on "Win3," a supposedly new Windows codebase designed to be lightweight and entirely web-based. The Edge browser, and by extension Chromium's layout engine, serves as the shell powering Copilot's new AI experience. Aion includes a multi-modal input box, where users can type textual queries to instruct Copilot to do its thing. There's also a stub for Taskbar and Start Menu-like functionality, plus a new "Spaces" concept where "apps" and websites get grouped together by the AI. Spaces can be closed and recalled with ease through the Start Menu-like interface at any time. Since Win3-based Project Aion relies mostly on web technologies, there appears to be no native support for traditional Win32 applications. When users need to launch a Win32 program such as Word, Aion instead provides a link to a Windows Cloud PC instance to safely (and virtually) run that program remotely. Other Aion features include "rich" plugins designed to interact with Copilot, adding functionality like sending an Outlook email to a coworker directly from the multi-modal box. Needless to say, the AI will gladly draft that email based on the content available in that specific Space. Sources confirm the video clip is real, despite being two years old. Since no detailed or "official" information is available about Aion, we still don't know if the agentic OS was just a "hacking" experiment put together by a Microsoft internal team or a real product idea. After an initial push to insert the Copilot experience into every corner of Windows 11, Microsoft now appears to be backing away from that plan. Users have mostly reacted negatively to Aion's leaked clip, and Microsoft itself has confirmed, in its own terms of use, that customers should use Copilot at their own risk. And yet Copilot is still spreading into countless new agentic "personas," while the Edge browser can already perform some of the agentic tasks Aion was designed to deliver within a web-based shell.

What would be your worst nightmare for Windows? Leaked Microsoft video from 2024 shows what many would regard with pure horror: a Copilot OS

It seems that Microsoft explored the idea of building Windows fully around AI in the past, based on a leaked video from a couple of years ago. Windows Central highlighted a video (see below) that's a few minutes long and was leaked via the BetaWiki Discord server, with our sister site's Zac Bowden noting that sources have provided assurances that the clip is real. It shows an AI-focused version of Windows built around Copilot and apparently codenamed Aion. The concept shown is a lightweight web-based OS, meaning it's built on web apps rather than native Windows apps. In other words, it won't run standard Windows (Win32) software, with the idea being to stream those apps to the desktop if they're required (meaning they're run from the cloud, or more specifically, Windows 365, Microsoft's cloud PC offering). It's kind of like Microsoft's take on ChromeOS, then, leveraging the cloud, except that it's built around the Edge browser and Copilot. Copilot runs the show, and is the central player in the Start menu, and the idea is that AI provides contextual suggestions here, recalling previous interactions to try and anticipate what the user might need. In the video, Microsoft explains that Aion aims to break down the "traditional app-centric" approach to grouping on the taskbar, instead using 'Spaces' that act as groups into which apps, websites or files that pertain to the same goals are deposited. Analysis: AI-on or AI-off? It seems most lean towards the latter The themed approach of Spaces sounds rather like the idea of Sets that Microsoft toyed with in Windows 10 the best part of a decade ago now, only to abandon the concept. Except this time around it's grouped content that's organized and curated by AI. The Aion concept hasn't been well received by the computing public as you might guess. One commenter on the video simply states: "This company has completely lost the plot." Another observes that it's "like ChromeOS for people who don't know how to use a computer at all." And yet another notes: "How did they manage to even make simple web apps look slow and laggy? One of the strong points of ChromeOS is that it is very fast even on old, slow machines." In fact, there are a few people who aren't impressed with how clunky and sluggish the operating system appears to be in the video. In fairness to Microsoft, though, it's just a concept illustration and early working code (although the evident lack of smoothness isn't a good look, it must be said). Bowden explains that the video was recorded at some point in 2024, and that it's "unclear if this was just a Hackathon project or something more." The ideas explored within Aion could well be a hint of where Microsoft is headed with next-gen Windows, though. Which may be worrying for some, of course, but you might as well get used to these ideas. While Microsoft has promised to trim back AI excesses in Windows 11, that's more about streamlining submenus here and there, and removing Copilot features from certain apps, than it is some kind of wholesale change of philosophy regarding AI. Windows 11 is getting AI agents, and indeed they are the next big thing for the OS, if Microsoft has anything to do with it (and, strangely enough, it does). Indeed, with Project Solara, Microsoft plans to bring AI agents to all manner of devices in the world, beyond mere PCs and phones. Bowden theorizes that maybe Aion evolved into Solara. Whatever the case, Aion is still a thing, believe it or not: Microsoft revealed a new family of local AI models running with the same name at Build 2026. These are a "new generation of small language models that are smaller, faster, and more efficient than our previous Windows OS SLMs", as Microsoft explains here. Apparently, Aion lives on in some form, then, even if it's a very different idea to the notion of a full-on Copilot-based operating system. Follow TechRadar on Google News and add us as a preferred source to get our expert news, reviews, and opinion in your feeds.

Microsoft was planning to build a lightweight, browser-based OS around Copilot

A leaked video is giving us a look at an experimental Windows concept that ditches almost everything familiar about the desktop in favor of Copilot. According to Windows Central, which says its sources confirm the footage is real, the project is codenamed "Aion" and appears to date back to 2024. The roughly three-minute clip leaked on the Discord server BetaWiki and shows a desktop built on Win3, a stripped-down Windows codebase that runs largely through Microsoft Edge. There's still a taskbar and a Start menu-like launcher, but the whole thing revolves around a multi-modal Copilot input box instead of icons and folders. Ask it to find a file, open an app, or check your schedule, and Copilot handles it. A feature called "Spaces" automatically groups related apps and sites so you can jump back into a task with one click. Since Aion is web-based, it reportedly can't run traditional Win32 apps natively. Instead, heavier desktop software would stream in through a Windows 365 Cloud PC. Microsoft declined to comment when Windows Central reached out, and it's unclear if this ever moved past an internal concept or hackathon project. From the video examples, however, it does look like the project got fairly deep into development. We've closely watched this pattern play out for a while now. Microsoft has gone back and forth on how aggressively to push Copilot into Windows, from bringing Copilot to Windows 10 as a surprise U-turn, to quietly shipping a "native" Copilot app that turned out to just be a website, to more recently reevaluating its whole Windows 11 AI strategy and scaling Copilot back out of apps like Notepad. Yet just weeks ago, Copilot returned as a sidebar users can dock to their screen, and the current Copilot app is still basically Edge wearing a costume. Microsoft is apparently unable to make a firm decision on whether Copilot has a place in Windows 11. If they were to ask users, the answer would be a firm "no," but they also have their own interests to further. Project Aion looks like the most extreme version of that same instinct, just one that Microsoft apparently wasn't ready to ship. As for whether something like this could actually work, dropping Win32 support is a massive trade-off. It would mean no Photoshop, no legacy business tools, none of the software people have relied on for decades, unless you're constantly streaming a cloud PC. Given how much pushback Copilot already gets in its current, much smaller footprint, a full OS built around it would probably be a tough sell today. It's easy to see why this stayed a prototype.