I got 256mb RAM on a 450mhz computer and I have NEVER EVER had a memory problem or the errors you describe. Admittedly I haven't juggled huge numbers of polygons, but one time I tried a 30million polygon object and I still didn't get any memory-related errors. I did however get other anomolies. I was still able to save and render it, though. I have hunch something's not right with your computer, or the ram. Maybe Vue uses memory differently than other programs and has a problem with your ram. Which Vue update patch are you using? (Maybe theres a relevant bug fix in the latest one). Hope you get the problem sorted soon, Vue is too good a program to throw out the window :P JoeBlack