I posted a reply over at Iloco's site, but will reiterate here.

98% of the CPU is not unusual really for any application at a given time. VuePro does seem to be always a bit on the harder side of the CPU, but not much more than any other similar application.

Insufficient memory is kinda a catch all for "I can't allocate this." It most likely means that GDI table, which seems to get corrupted when one process jumps the limit.

As far as Memory Managers, I doubt it, as they usually deal with straight memory, rather than resources. It's my understanding from the research I did today that applications are the only ones allowed to allocated/free entries from the handle table. I could be wrong on that, but that would coincide with the fact that none of them will touch the table in win2K, only read the amount.