I am running VDT 2.61.0 on my 366 mhz machine with 192 mb Ram & Windows 2000 SP4. I don't know if this is a machine specific problem or not but you might try it. Also the fact I cannot locate exactly when the leak occurs but if I leave my computer on for around a day or two... my system will almost freeze. of course haveing such low memory on this computer doesn't help. When VDT first starts it takes about 1 mb of ram. if I let my computer set for about 2 days without using any programs, I've had that reach about 40. Now... if I use my computer inbetween the climb to that very high memory usage, it seems to settle back down a little. Such as I leave my computer on over night, it may climb to say 3 or 4 mb and then I will use my computer the next morning and it will reduce itself back down to aboutr 2. Just some symptoms to look for. See if you may be able to find it.