I bought Modern Warfare 3 at retail, and after putting disc 1 in it installs Steam then asks for the CD key. After that it then starts downloading the game via Steam.

I have the disc but it refuses to install the game from it. There is no other .exe for the installation besides the Steam setup.exe.

How do I install the game from the disks?

I have a slow line and a limited download cap, so I cant afford to download the entire game.

  • Are there any other files on the cd/dvd other than the Steam installer?
    – Mokubai
    Dec 3, 2011 at 11:38
  • Try it with the internet disconnected
    – Paul
    Dec 3, 2011 at 11:59
  • 1
    Man, you'd think this wouldn't be an issue. It's almost like Valve wants us to waste their (and our) bandwidth.
    – a cat
    Dec 3, 2011 at 20:49

3 Answers 3


I had the same problem, and I really have no idea why it happens or how to fix it. I have, however, found a workaround. I tend to just do this from the get-go instead of actually using the setup, because of weird issues like this.

  1. Don't run the disc setup; instead, activate your CD key manually, and abort the actual installation process.
  2. Open the backup window (SteamBackup and Restore Games…).
  3. Select Restore a previous backup.
  4. Browse to the drive letter of the installation disc.
  5. Steam should tell you that it found a backup of Modern Warfare 3. Click next.
  6. The game will install from disc.

This has worked for me with MW3 specifically, and other games.

Note that you can't entirely avoid downloading it; you'll still have to download the latest patches to bring your game up to date.

  • That's a much friendlier (albeit still unintuitive) way to install. Dec 3, 2011 at 20:20

You can install it from the retail discs via this method.

  1. Log in to Steam and click on Library.

  2. Right-click on the game, select Delete local content, and confirm.

  3. Insert the first disc into your computer.

  4. Close Steam (Steam > Exit).

  5. Press Win + R to open Run

  6. In the Run window type:

    "C:\Program Files\Steam\Steam.exe" -install E:

    Replace E: with the CD/DVD drive you are installing from if is not correct.
    Replace C:\Program Files\Steam if your Steam installation is not in the default location.

  7. Press OK. Steam will launch and ask you to sign in if you do not have your password saved. Your installation should continue from the disc.

It's the official Steam method of installing a game from retail discs that would normally install via Steam, so it works for any game in this category, including many Call of Duty games, most Valve games, and other Steam-enabled games like Civilization 5.

However, note that there have been several patches to Modern Warfare 3 since launch, which you will have to download and install via Steam before you can play the game online.

Playing online is also likely to require a fast internet connection and a decent amount of bandwidth towards your cap, so keep that in mind if want to do anything mulitplayer with it.


I had same issue. Every time I tried to install from disk it said "Servers are too busy to handle your request.." and started to download whole game from Steam.

Dunno if it's a bug in the installer but then I tried setup.exe a second time and clicked "reinstall" and it installed the game just fine from the disk. :D

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