That is what I do not understand. I have 128 MB Ram, on OS 9.1. The problems is that with no other applications running, Carrara will not start because there is not enough memory. It says that it needs another 5MB free. I even went to the exentsion manager and shut down a few unneeded things, but the program will not run. When I lower the minimum memory requirements for the program, it says that the program will crash. (and it does) I have been running it on a G3 with OS 8.6 without any real problems. Any input is appreciated