are you getting VM low errors? make sure nothing in you TSR is not leaking. Could be something not killing itself correctly. Is it ONLY during mem intensive points, or has it happened at other times? Are other windows present or does this also happen on the desktop when everything is closed down (and haven't been running any apps., you just showed up and this happened). Pretty much trying to figure out if this has ever 'just happened' when nothing was running and you didn't just close anything out.
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