June 17, 2021


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WOW64!Hooks: WOW64 Subsystem Internals and Hooking Techniques

WOW64!Hooks: WOW64 Subsystem Internals and Hooking Techniques

Microsoft is known for their backwards compatibility. When they
rolled out the 64-bit variant of Windows years ago they needed to
provide compatibility with existing 32-bit applications. In order to
provide seamless execution regardless of application bitness, the WoW
(Windows on Windows) system was coined. This layer, which will be
referred to as ‘WOW64’ from here on out, is responsible for
translating all Windows API calls from 32-bit userspace to the 64-bit
operating system kernel. This blog post is broken up into two
sections. First we start by diving deep into the WOW64 system. To do
this, we trace a call from 32-bit userspace and follow the steps it
takes to finally transition to the kernel. The second part of the post
assesses two hooking techniques and their effectiveness. I will cover
how this system works, the ways malware abuses it, and detail a
mechanism by which all WoW syscalls can be hooked from userspace. Note
that all information here is true as of Windows 10, version 2004 and
in some cases has changed from how previous Windows versions
were implemented.


First and foremost, this is a topic which has existing research by
multiple authors. This work was critical in efficient exploration of
the internals and research would have taken much longer had these
authors not publicly posted their awesome work. I would like to
callout the following references:

  • (wbenny):
    An extremely detailed view of WOW64 internals on ARM
  • (ReWolf): A PoC heaven’s
    gate implementation
  • (JustasMasiulis):
    A very clean C++ heaven’s gate implementation
  • (MalwareTech):
    A WOW64 segmentation explanation

WOW64 Internals

To understand how the WOW64 system works internally we will explore
the call sequence starting in 32-bit usermode before transitioning
into the kernel from within a system DLL. Within these system DLLs the
operating system will check arguments and eventually transition to a
stub known as a syscall stub. This syscall stub is responsible for
servicing the API call in the kernel. On a 64-bit system, the syscall
stub is straightforward as it directly executes the syscall
instruction as shown in Figure 1.

WOW64!Hooks: WOW64 Subsystem Internals and Hooking Techniques

Figure 1: Native x64 Syscall Stub

Figure 2 shows a syscall stub for a 32-bit process running on WOW64

Figure 2: WOW64 Syscall Stub

Notice that instead of a syscall instruction in the WOW64 version,
Wow64SystemServiceCall is called. In the
WOW64 system what would normally be an entry into the kernel is
instead replaced by a call to a usermode routine. Following this Wow64SystemServiceCall, we can see in Figure 3
that it immediately performs an indirect jmp through a pointer named

Figure 3: Wow64SystemService transitions
through a pointer ‘Wow64Transition’

Note that the Wow64SystemServiceCall
function is found within ntdll labeled as ntdll_77550000; a WOW64
process has two ntdll modules loaded, a 32-bit one and a 64-bit one.
WinDbg differentiates between these two by placing the address of the
module after the 32-bit variant. The 64-bit ntdll can be found in
%WINDIR%System32 and the 32-bit in %WINDIR%SysWOW64. In the PDBs,
the 64bit and 32bit ntdlls are referred to as ntdll.pdb and wntdll.pdb
respectively, try loading them in a disassembler! Continuing with the
call trace, if we look at what the Wow64Transition pointer holds we can see its
destination is wow64cpu!KiFastSystemCall. As
an aside, note that the address of wow64cpu!KiFastSystemCall is held in the 32-bit
TEB (Thread Environment Block) via member WOW32Reserved, this isn’t
relevant for this trace but is useful to know. In Figure 4 we see the
body of KiFastSystemCall.

Figure 4: KiFastSystemCall transitions to
x64 mode via segment selector 0x33

The KiFastSystemCall performs a jmp using
the 0x33 segment selector to a memory location just after the
instruction. This 0x33 segment transitions the CPU into 64-bit mode
via a GDT entry as described by (MalwareTech).

Let’s recap the trace we’ve performed to this point. We started from
a call in ntdll, NtResumeThread. This function calls the
Wow64SystemServiceCall function which then executes the
Wow64Transition. The KiFastSystemCall performs the transition from
32-bit to 64-bit execution. The flow is shown in Figure 5.

Figure 5: 32-bit to 64-bit transition

The destination of the CPU transition jump is the 64-bit code show
in Figure 6.

Figure 6: Destination of KiFastSystemCall

Figure 6 shows the first 64-bit instruction we’ve seen executed in
this call trace so far. In order to understand it, we need to look at
how the WOW64 system initializes itself. For a detailed explanation of
this refer to (wbenny). For now, we can look at the important parts in

Figure 7: 64bit registers are saved in RunSimulatedCode

Figure 7 depicts the retrieval of the 64-bit TEB which is used to
access Thread Local Storage at slot index 1. Then the moving of a
function pointer table into register r15. The TLS data retrieved is an
undocumented data structure WOW64_CPURESERVED that contains register data and
CPU state information used by the WOW64 layer to set and restore
registers across the 32-bit and 64-bit boundaries. Within this
structure is the WOW64_CONTEXT structure, partially
documented on the Microsoft website
. I have listed both
structures at the end of this post. We’ll look at how this context
structure is used later, but for our understanding of the jmp earlier
all we need to know is that r15 is a function pointer table.

It’s interesting to note at this point the architecture of the WOW64
layer. From the perspective of the 64-bit kernel the execution of
32-bit (Wow64) usermode applications is essentially a big while loop.
The loop executes x86 instructions in the processor’s 32-bit execution
mode and occasionally exits the loop to service a system call. Because
the kernel is 64-bit, the processor mode is temporarily switched to
64-bit, the system call serviced, then the mode switched back and the
loop continued where it was paused. One could say the WOW64 layer acts
like an emulator where the instructions are instead executed on the
physical CPU.

Going back to the jmp instruction we saw in Figure 6, we now know
what is occurring. The instruction jmp [r15 + 0xF8] is equivalent to
the C code jmp TurboThunkDispatch[0xF8 / sizeof(uint64_t)]. Looking at
the function pointer at this index we can see we’re at the function
(Figure 8).

Figure 8: TurboThunk table’s last
function pointer entry is an exit routine

This routine is responsible for saving the state of the 32-bit
registers into the WOW64_CONTEXT structure
we mentioned before as well as retrieving the arguments for the
syscall. There is some trickiness going on here, so let’s examine this
in detail. First a pointer to the stack is moved into r14 via xchg,
the value at this location will be the return address from the syscall
stub where Wow64SystemServiceCall was
called. The stack pointer r14 is then incremented by 4 to get a
pointer to where the stack should be reset when it’s time to restore
all these context values. These two values are then stored in the
context’s EIP and ESP variables respectively. The r14 stack pointer is
then incremented one more time to get the location where the __stdcall
arguments are (remember stdcall passes all arguments on the stack).
This argument array is important for later, remember it. The arguments
pointer is moved into r11, so in C this means that r11 is equivalent
to an array of stack slots where each slot is an argument uint32_t
r11[argCount]. The rest of the registers and EFlags are then saved.

Once the 32-bit context is saved, the WOW64 layer then calculates
the appropriate TurboThunk to invoke by grabbing the upper 16 bits of
the syscall number and dispatches to that thunk. Note that at the
beginning of this array is the function TurboDispatchJumpAddressEnd, shown in Figure 9,
which is invoked for functions that do not support TurboThunks.

Figure 9: TurboThunk table’s first
function pointer entry is an entry routine

TurboThunks are described by (wbenny)—read his blog post at this
point if you have not. To summarize the post, for functions that have
simple arguments with widths <= sizeof(uint32_t) the WOW64 layer
will directly widen these arguments to 64 bits via zero or
sign-extension and then perform a direct syscall into the kernel. This
all occurs within wow64cpu, rather than executing a more complex path
detailed as follows. This acts as an optimization. For more complex
functions that do not support TurboThunks the TurboDispatchJumpAddressEnd stub is used which
dispatches to wow64!SystemServiceEx to
perform the system call as shown in Figure 10.

Figure 10: Complex system calls go
through Wow64SystemServiceEx

We’ll look at this routine in a moment as it’s the meat of this blog
post, but for now let’s finish this call trace. Once Wow64SystemServiceEx returns from doing the system
call the return value in eax is moved into the WOW64_CONTEXT structure and then the 32-bit
register states are restored. There’s two paths for this, a common
case and a case that appears to exist only to be used by NtContinue and other WOW64 internals. A flag at
the start of the WOW64_CPURESERVED structure
retrieved from the TLS slot is checked, and controls which restore
path to follow as shown in Figure 11.

Figure 11: CPU state is restored once the
system call is done; there’s a simple path and a complex one
handling XMM registers

The simpler case will build a jmp that uses the segment selector
0x23 to transition back to 32-bit mode after restoring all the saved
registers in the WOW64_CONTEXT. The more
complex case will additionally restore some segments, xmm values, and
the saved registers in the WOW64_CONTEXT
structure and then will do an iret to transition back. The common case
jmp once built is shown in Figure 12.

Figure 12: Dynamically built jmp to
transition back to 32bit mode

At this point our call trace is complete. The WOW64 layer has
transitioned back to 32-bit mode and will continue execution at the
ret after Wow64SystemServiceCall in the
syscall stub we started with. Now that an understanding of the flow of
the WOW64 layer itself is understood, let’s examine the Wow64SystemServiceEx call we glossed over before.

A little bit into the Wow64SystemServiceEx
routine, Figure 13 shows some interesting logic that we will use later.

Figure 13: Logging routines invoked
before and after dispatching the syscalls

The routine starts by indexing into service tables which hold
pointers to routines that convert the passed argument array into the
wider 64-bit types expected by the regular 64-bit system modules. This
argument array is exactly the stack slot that was stored earlier in r14.

Two calls to the LogService function
exist, however these are only called if the DLL
%WINDIR%system32wow64log.dll is loaded and has the exports
Wow64LogInitialize, Wow64LogSystemService, Wow64LogMessageArgList, and
Wow64LogTerminate. This DLL is not present on Windows by default, but
it can be placed there with administrator privileges. 

The next section will detail how this logging DLL can be used to
hook syscalls that transition through this wow64layer. Because the
logging routine LogService is invoked before
and after the syscall is serviced we can achieve a standard looking
inline hook style callback function capable of inspecting arguments
and return values.

Bypassing Inline Hooks

As described in this blog post, Windows provides a way for 32-bit
applications to execute 64-bit syscalls on a 64-bit system using the
WOW64 layer. However, the segmentation switch we noted earlier can be
manually performed, and 64-bit shellcode can be written to setup a
syscall. This technique is popularly called “Heaven’s Gate”.
JustasMasiulis’ work call_function64
can be used as a reference to see how this may be done in practice
(JustasMasiulis). When system calls are performed this way the 32-bit
syscall stub that the WOW64 layer uses is completely skipped in the
execution chain. This is unfortunate for security products or tracing
tools because any inline hooks in-place on these stubs are also
bypassed. Malware authors know this and utilize “Heaven’s Gate” as a
bypass technique in some cases. Figure 14 and Figure 15 shows the
execution flow of a regular syscall stub through the WOW64 layer, and
hooked syscall stub where malware utilizes “Heaven’s Gate”.

Figure 14: NtResumeThread transitioning
through the WOW64 layer

Figure 15: NtResumeThread inline hook before transitioning
through the WOW64 layer

As seen in Figure 15, when using the Heaven’s Gate technique,
execution begins after the inline hook and WOW64 layer is done.
This is an effective bypass technique, but one that is easy to detect
from a lower level such as a driver or hypervisor. The easiest bypass
to inline hooks is simply to restore the original function bytes,
usually from bytes on disk. Malware such as AgentTesla and Conti has
been known to utilize this last evasion technique.

Hooking WOW64 via Inline Hooks

As a malware analyst being able to detect when samples attempt to
bypass the WOW64 layer can be very useful. The obvious technique to
detect this is to place inline hooks on the 64-bit syscall stubs as
well as the 32-bit syscall stubs. If the 64-bit hook detects an
invocation that didn’t also pass through the 32-bit hook, then it’s
known that a sample is utilizing Heaven’s Gate. This technique can
detect both evasion techniques previously detailed. However, in
practice this is very difficult to implement. Looking at the
requirements that must be satisfied to hook the 64-bit syscall stub we
come up with this list:

  1. Install 64-bit hook from a 32-bit module
    • How do you
      read/write 64-bit address space from a 32-bit module?
  2. Implement a 64-bit callback from a 32-bit module
    • Typically, inline hooking uses C functions as callback
      stubs, but we’re compiling a 32-bit module so we’ll have a
      32-bit callback instead of the required 64-bit one.

To solve the first challenge ntdll kindly provides the exports NtWow64ReadVirtualMemory64, NtWow64WriteVirtualMemory64, and NtWow64QueryInformationProcess64. Using these it
is possible to read memory, write memory, and retrieve the PEB of a
64-bit module from a 32-bit process. However, the second challenge is
much harder as either shellcode or a JIT will be required to craft a
callback stub of the right bitness. In practice ASMJIT may be utilized
for this. This is however a very tedious technique to trace a large
number of APIs. There are other challenges to this technique as well.
For example, in modern Windows 10 the base address of ntdll64 is set
to a high 64-bit address rather than a lower 32-bit address as in
Windows 7. Due to this, supporting returns from callbacks back up to
the original hooked stub and allocating a trampoline within the
required memory range is difficult since the standard ret instruction
doesn’t have enough bits on the stack to represent the 64-bit return address.

As an aside, it should be noted that the WOW64 layer contains what
is likely a bug when dealing with the NtWow64* functions. These APIs all take a HANDLE as first argument, which should be
sign extended to 64-bits. However, this does not occur for these APIs,
therefore when using the pseudo handle -1 the call fails with STATUS_INVALID_HANDLE. This bug was introduced in
an unknown Windows 10 version. To successfully use these APIs OpenProcess must be used to retrieve a real,
positive valued handle.

I will not be covering the internals of how to inline hook the
64-bit syscall stub since this post is already very long. Instead I
will show how my hooking library PolyHook2 can
be extended to support cross-architecture hooking using these Windows
APIs, and leave the rest as an exercise to the reader. This works
because PolyHook’s trampolines are not limited to +-2GB and do not
spoil registers. The internals of how that is achieved is a
topic for another post. Figure 16 depicts how to overload the C++ API
of polyhook to read/write memory using the aforementioned WinAPIs.

Figure 16: Overloading the memory
operations to read/write/protect 64-bit memory

Once these inline hooks are in-place on the 64-bit syscall stubs,
any application utilizing Heaven’s Gate will be properly intercepted.
This hooking technique is very invasive and complicated and can still
be bypassed if a sample was to directly execute a syscall instruction
rather than using the 64-bit module’s syscalls stub. Therefore, a
driver or hypervisor is more suitable to detect this evasion
technique. Instead we can focus on the more common byte restoration
evasion techniques and look for a way to hook the WOW64 layer itself.
This doesn’t involve assembly modifications at all.

Hooking WOW64 via LogService

Thinking back to the WOW64 layer’s execution flow we know that all
calls which are sent through the Wow64SystemServiceEx routine may invoke the
routine Wow64LogSystemService if the logging
DLL is loaded. We can utilize this logging DLL and routine to
implement hooks which can be written the exact same way as inline
hooks, without modifying any assembly.

The first step to implementing this is to force all API call paths
through the Wow64SystemServiceEx routine so
that the log routine may be called. Remember earlier that those that
support TurboThunks will not take this path. Lucky for us we know that
any TurboThunk entry that points to TurboDispatchJumpAddressEnd will take this path.
Therefore, by pointing every entry in the TurboThunk table to point at
that address, the desired behavior is achieved. Windows kindly
implements this patching via wow64cpu!BTCpuTurboThunkControl as shown in Figure 17.

Figure 17: Patching the TurboThunk table
is implemented for us

Note that in previous Windows versions the module which exported
this and how it did is different to Windows 10, version 2004. After
invoking this patch routine all syscall paths through WOW64 go through
Wow64SystemServiceEx and we can focus on
crafting a logging DLL that man-in-the-middles (MITMs) all calls.
There are a couple of challenges to be considered here:

  1. How do we determine which system call is currently occurring
    from the logging DLL?
  2. How are callbacks written? Wow64log
    is 64-bit DLL, we’d like a 32-bit callback.

    • Is shellcode
      required, or can we make nice C style function callbacks?
  3. What APIs may we call? All that’s loaded is 64-bit

The first concern is rather easy, from within the wow64log DLL we
can read the syscall number from the syscall stubs to create a map of
number to name. This is possible because syscall stubs always start
with the same assembly and the syscall number is at a static offset of
0x4. Figure 18 shows how we can then compare the values in this map
against the syscall number passed to Wow64LogSystemService’s parameter structure WOW64_LOG_SERVICE.

typedef uint32_t* WOW64_ARGUMENTS;
      WOW64_ARGUMENTS Arguments;
    ULONG ServiceTable;
      NTSTATUS Status;

Wow64LogSystemService(WOW64_LOG_SERVICE* service)
     for (uint32_t i = 0; i < LAST_SYSCALL_ID;
i++) {
        const char* sysname =
        uint32_t syscallNum =
(ServiceParameters->ServiceNumber != syscallNum)
        //LOG sysname

Figure 18: Minimal example of determining which
syscall is occurring—in practice the service table must be checked too

Writing callbacks is a bit more challenging. The wow64log DLL is
executing in 64-bit mode and we’d like to be able to write callbacks
in 32-bit mode since it’s very easy to load additional 32-bit modules
into a WOW64 process. The best way to handle this is to write
shellcode which is capable of transitioning back to 32-bit mode,
execute the callback, then go back to 64-bit mode to continue
execution in the wow64log DLL. The segment transitions themselves are
rather easy at this point, we know we just need to use 0x23 or 0x33
segment selectors when jumping. But we also need to deal with the
calling convention differences between 64-bit and 32-bit. Our
shellcode will therefore be responsible for moving 64-bit arguments’
register/stack slots to the 32-bit arguments register/stack slots.
Enforcing that 32-bit callbacks may only be __cdecl makes this easier
as all arguments are on the stack and the shellcode has full control
of stack layout and cleanup. Figure 19 shows the locations of the
arguments for each calling convention. Once the first 4 arguments are
relocated all further arguments can be moved in a loop since it’s
simply moving stack values into lower slots. This is relatively easy
to implement using external masm files in MSVC. Raw bytes will need to
be emitted at points rather than using the assembler due to the mix of
architectures. Alternatively, GCC or Clang inline assembly could be
used. ReWolf’s work achieves the opposite direction of 32-bit ->
64-bit and implements the shellcode via msvc inline asm. X64 MSVC
doesn’t support this and there are complications with REX prefixes
when using that method. It’s nicer to use external masm files and rely
on the linker to implement this shellcode.

Arg Number

Cdecl Location

Fastcall Location

Special Case?


[ebp + 8]




[ebp + 12]




[ebp + 16]




[ebp + 20]




[ebp + 24]

[rbp + 32 + 8]



[ebp + 28]

[rbp + 32 + 16]



[ebp + 32]

[rbp + 32 + 24]


Figure 19: Cdecl vs Fastcall argument positions

Once this shellcode is written and wrapped into a nice C++ function,
it’s possible for the wow64log DLL to invoke the callback via a simple
C style function pointer call shown in Figure 20.

Figure 20: call_function32 invokes
shellcode to call a 32-bit callback from the 64-bit logging DLL

From within the 32-bit callback any desired MITM operations can be
performed, but restrictions exist on which APIs are callable. Due to
the context saving that the WOW64 layer performs, 32-bit APIs that
would re-enter the WOW64 layer may not be called as the context values
would be corrupted. We are therefore limited to only APIs that won’t
re-enter WOW64, which are those that are exported from the 64-bit
ntdll. The NtWriteFile export may be used to
easily write to stdout or a file, but we must re-enter the 64-bit
execution mode and do the inverse argument mapping as before. This
logging routine can be called from within the 32-bit callbacks and is
shown in Figure 21 and Figure 22.

Figure 21: call_function64 invokes
shellcode to call the 64bit WriteFile from with the 32bit callback

Figure 22: 32bit callbacks must log via
routines that only call non-reentrant WOW64 APIs

The result is clean looking callback stubs that function exactly how
inline hooks might, but with zero assembly modifications required.
Arguments can easily be manipulated as well, but the return status may
not be modified unless a little stack walk hackery is implemented. The
only other consideration is that the wow64log DLL itself needs to be
carefully crafted to not build with any CRT mechanisms. The flags
required are:

  • Disable CRT with /NODEFAULT LIB (all C APIs now unavailable),
    set a new entry point name to not init CRT NtDllMain
  • Disable all CRT security routines /GS-
  • Disable C++
  • Remove default linker libraries, only link
  • Use extern “C” __declspec(dllimport)
    <typedef> to link against the correct NtApis

An example of a program hooking its own system calls via wow64log
inline hooks is shown in Figure 23.

Figure 23: Demonstration of inline hooks
in action


Using inline WOW64 hooks, wow64log hooks, and kernel/hypervisor
hooks, all techniques of usermode hook evasion can be identified
easily and automatically. Detecting which layers of hooks are skipped
or bypassed will give insight into which evasion technique is
employed. The identifying table is:

Evasion Mode

32bit Inline


64bit Inline


Prologue Restore

Heavens Gate sys-stub

Heavens Gate direct syscall

Structure Appendix

  USHORT MachineType;
  char ContextEx[1024];

  unsigned __int32
SystemCallNumber : 12;
  unsigned __int32 ServiceTableIndex :
  unsigned __int32 TurboThunkNumber : 5;
__int32 AlwaysZero : 11;
#pragma pack(push,
  DWORD StatusWord;
  DWORD ErrorOffset;
  DWORD DataOffset;
  BYTE RegisterArea[80];
#pragma pack(pop)

#pragma pack(push, 1)
  DWORD ContextFlags;
  DWORD Dr1;
  DWORD Dr2;
  DWORD Dr6;
  DWORD Dr7;
  DWORD SegGs;
  DWORD SegEs;
  DWORD SegDs;
  DWORD Esi;
  DWORD Ebx;
  DWORD Ecx;
  DWORD Eax;
  DWORD Eip;
  DWORD SegCs;
  DWORD Esp;
  DWORD SegSs;
  M128A Xmm0;
  M128A Xmm2;
  M128A Xmm3;
  M128A Xmm5;
  M128A Xmm6;
  M128A Xmm8;
  M128A Xmm9;
  M128A Xmm11;
  M128A Xmm12;
  M128A Xmm14;
  M128A Xmm15;
#pragma pack(pop)