Aye, battle angel, are you running Bryce 4? It's not a RAM issue, I use Bryce 4 on my work computer, a Pentium II/266, with only 64 MB RAM. It runs beautifully, and has never, ever crashed. But at home, on my larger/faster computers, I use Bryce 5 (Lightning rules!). What you're probably dealing with is a corrupted registry, or maybe you just need to update your Direct-X drivers. If you ARE using Bryce 5, go download the update from Corel.com, and it might help you. Does your machine freeze up with other applications? If so, I'd suggest running Windows 98 setup off of your disk, and if that doesn't fix the problems, purchase Norton Systemworks and have it "HEAL" your machine... It can work wonders on corrupt registries.