ah svdl - i see wwhat youre saying: that windows just uses the extra RAM momentarily, to seamlessly transfer data to your HDD. makes sense, but it would only work well one way. retrieving the data from VM would be like molasses in comparison to retrieving it from RAM, if there was any randomness to it. in games especially its retrieving the data thats the problem. still i could swear ive used programs that chugged along, and my RAM use didnt go up at all while my virtual meemory skyrocketed. perhaps its application influenced as well? i notice its not a problem on linux. it seems to utilize memory more efficiently, and also dump it far faster/more efficiently. for example if you close a memory-sucking program like poser in windows, you experience a bit of sluggishness for a bit afterwards. say, if you close poser and then open firefox right away. it seems to take windows much too long to dump memory thats no longer in use, or clear the pagefile. i hope longhorn is better, and isnt just another win2k with even more graphical glorification and useless garbage.