Hi I ran into that when I had 256 mb of ram. I had to use Vram AND downsize some of the texture maps in Photoshop. If no Pshop get GraphicConverter (LemkeSoftware). I recently upped to 640 Mb RAM. And allocated 500 Mb. with a heavily morphed V2 and the fullsize bump and tex maps-that is barely enough. I would try GhostofMacbeth's idea. ALSO, Poser does NOT let go of RAM once its used it. I would do all posing-save as pz3, CLOSE poser, reopen it and THEN try your render and MAT assignments. This is a problem with Poser-that OSX will address. Good luck Eric WAlters