I'll say there is probibly no limit to memory on 98 4 gigs is the limit on a 32 bit machine, but there is a limit on graphics cards on puters with lots of memory. There is a simple fix though you can add to the config.ini file to fix tht problem. The graphics cards and memory mapping table get goofed up but you can fix that. Can't say I've tried with more than a gig but the limit is suppose to be way down at 512k not a gig. If you have that problem like it says not enough memory to start windows. Yup that's the error then you have to add that single like to the config file. It just limits the paging file so as not to overwrite the AGP graphics card table. I had the command saved here but seems to have expired. It's gone. here is the link: actually that was the wrong link. There is so much BS going around about this bug. It has to do with Vcashe overwriting the memory table or the memory table taking up all the space so there is no room for the Vcashe table. Oh a better link You can calculate it out yourself here: http://support.microsoft.com:80/support/kb/articles/Q181/8/62.ASP&NoWebContent=1 Now I personally think it's BS but hey. I think it's caused by other addon bloat and not 98. Seems like when the bloat is gone that error never shows up. I've seen 98lite run on 1 gig no problem. Usually though that's the limit of most boards but now you can get 512 sticks so who knows. I'd say give er and if you have that problem add the line. I never added that line and had no problem. See it don't make sence cause all windows boxes have by default 4 gigs of virtual memory.