there are some slight differences in how memory pages between different versions of windows; I don't see any reference to what you are using. General advice: reduce your paging file to the minimum setting (usually 2mb), reboot. you will get most likely a "insufficient virtual memory" warning, ignore. defrag the drive that the paging file is on. when complete, set the minimum swap file size to the same size as your physical memory (in your case, 2gb); set tyhe maximum size to 1.5 times your physical memory (in your case, 3GB). make sure your swap file is on your fastest physical drive. depending on your version of windows, in performance options set application response to background applications; this will slightly slow you down but increase your systems ability to handle things smoothly. Poser 4 had some issues with addressing memory addresses greater than 2gb, if I recall correctly; if your running multiple applications, try starting up poser first, it might make a difference. credentials: Systems Engineer since 1991, Poser user since Poser 2.