It used to be that Notepad was a necessary evil because it started up quickly and let us catch a quick glimpse of plain text files. Now, there are a bevy of capable Notepad replacements that are just as fast, but also have great feature sets.

Before following the rest of this how-to, ensure that you’re logged into an account with Administrator access.

Note: The following instructions involve modifying some Windows system folders. Don’t mess anything up while you’re in there! If you follow our instructions closely, you’ll be fine.

Choose your replacement

There are a ton of great Notepad replacements, including Notepad2, Metapad, and Notepad++. The best one for you will depend on what types of text files you open and what you do with them. We’re going to use Notepad++ in this how-to.

The first step is to find the executable file that you’ll replace Notepad with. Usually this will be the only file with the .exe file extension in the folder where you installed your text editor. Copy the executable file to your desktop and try to open it, to make sure that it works when opened from a different folder.

In the Notepad++ case, a special little .exe file is available for the explicit purpose of replacing Notepad.If we run it from the desktop, it opens up Notepad++ in all its glory.

Back up Notepad

You will probably never go back once you switch, but you never know. You can backup Notepad to a special location if you’d like, but we find it’s easiest to just keep a backed up copy of Notepad in the folders it was originally located.

In Windows 7, Notepad resides in:

• C:\Windows
• C:\Windows\System32
• C:\Windows\SysWOW64 in 64-bit versions only

Navigate to each of those directories and copy Notepad.

Paste it into the same folder.

If prompted, choose to Copy, but keep both files.

You can keep your backup as “notepad (2).exe”, but we prefer to rename it to “notepad.exe.bak”.

Do this for all of the folders that have Notepad (2 total for 32-bit Windows 7, 3 total for 64-bit).

Take control of Notepad and delete it

Even if you’re on an administrator account, you can’t just delete Notepad – Microsoft has made some security gains in this respect. Fortunately for us, it’s still possible to take control of a file and delete it without resorting to nasty hacks like disabling UAC.

Navigate to one of the directories that contain Notepad. Right-click on it and select Properties.

Switch to the Security tab, then click on the Advanced button.

Note that the owner of the file is a user called “TrustedInstaller”.

You can’t do much with files owned by TrustedInstaller, so let’s take control of it. Click the Edit… button. Select the desired owner (you could choose your own account, but we’re going to give any Administrator control) and click OK.

You’ll get a message that you need to close and reopen the Properties windows to edit permissions. Before doing that, confirm that the owner has changed to what you selected.

Click OK, then OK again to close the Properties window. Right-click on Notepad and click on Properties again.

Switch to the Security tab. Click on Edit….

Select the appropriate group or user name in the list at the top, then add a checkmark in the checkbox beside Full control in the Allow column.

Click OK, then Yes to the dialog box that pops up.

Click OK again to close the Properties window.

Now you can delete Notepad, by either selecting it and pressing Delete on the keyboard, or right-click on it and click Delete.

You’re now free from Notepad’s foul clutches!

Repeat this procedure for the remaining folders (or folder, on 32-bit Windows 7).

Drop in your replacement

Copy your Notepad replacement’s executable, which should still be on your desktop.

Browse to the two or three folders listed above and copy your .exe to those locations. If prompted for Administrator permission, click Continue.

If your executable file was named something other than “notepad.exe”, rename it to “notepad.exe”. Don’t be alarmed if the thumbnail still shows the old Notepad icon.

Double click on Notepad and your replacement should open.

To make doubly sure that it works, press Win+R to bring up the Run dialog box and enter “notepad” into the text field. Press enter or click OK.

Now you can allow Windows to open files with Notepad by default with little to no shame! All without restarting or having to disable UAC!