OK. My girlfriend and i are having some major issues here. Here's the low down on the 2 systems.... Mine: Windows 2k 512mb ram all updates 1.3 amd cpu Nvida gaphics (onboard) Hers: Windows Xp 512mb ram all updates 1.2g p4 64mb nvidia graphics The problem we are having is the same thing. First problem is, Poser keeps freezing soild on us. What i mean is, we don't get the "Not Responding" error. it just stops. mainly when we try and render our images. We are at aloss as of why. problem 2 is this. When we try and load certian items, mainly characters, clothes, etc, from the characters tab, we get an error that read as.... "Poser could not open the "file name" obj. file." when we click ok, we get another message that reads, "You are out of memory." Then it either disposses the last peice we put in, or we loose everything all together. We have gone in and deleted the .rsr file for the obj. and then it will load fine, until we try and load it again. Then it starts all over. I have changed the .rsr file to read only and it still happens. we have gotten all the updates for poser from curious labs. unless we have missed something. anyone know how to fix these problems?