When you see an OUT of Memory error on a PC, you can rest assured that it is program related, and NOT a problem with your memory or Windows. Theoretically Windows cannot run out of memory because of the dynamic allocation and virtual memory which is as large as your free space on your boot drive. For this reason, I ALWAYS keep at least one Gig FREE on my C: drive. What happens when you get such a message is usually that one of your apps has "laid claim" to your available memory and will not release it even if that app is closed. It is also because some apps "request" X amount of memory which is allocated properly by Windows but then that same app tries to stuff more than X number of bits into that partition that Windows allowed it - and windows says NO... you are out of [your] memory (meaning that the app did not properly request the right amount to begin with. It is just BAD PROGRAMMING and usually is seen in Windows programs which were originally written for the MAC. Photoshop is notorious for doing this, so is Quicktime, and Internet Explorer too(to be fair about it). These apps do not properly release memory under some circumstances even when they are closed properly. Opening and closing the app several times in a few hours will slowly erode your available memory, because Windows is still holding those "reserved" segemnts that the app forgot to tell Windows it was done with. The only thing to do when this happens, is to log off and re log on (if you use networking) You don't have to restart completely unless the log-off option is not available. There are a few "memory minders" that you can download from tucows, etc, but they mostly just tell you when something is wrong -- which you knew anyway. If you use multiple apps simultanepously on windows, it is a good idea to periodically close them all and re log on. You will find that you can avoid crashing alltogether if you periodically help Windows restore its full memory... and before it runs out completely.