yes and no. A lot of programs do not re-allocate memory back to the system. windows has tried to solve this but only with limited success. This doesnt mean much, unless you are in one of the following catagories ... 1) Are the kind of person that only reboots 1 time a month or when the power goes out, 2) has 50 things going on at once that require a lot of memory or 3) have a computer with less then 256mb of ram. I always had at least 512mb and it ran ok, even when i had 3 or 4 VMK windows open at once, but i have played on machines that have 256mb and 1 window runs slow enough, i cant imagine 2 or 3. So for those of you that fall into 1 of those 3 catagories i suggest this, try rebooting before you play VMK and dont open any programs until you are done VMK'ing. Make sure you dont many things starting when you boot up. ( Advanced users can do this through msconfig, but i wont go into details because the kiddies might kill their machine ). Only have 1 instance of VMK running at a time, and try not to have other Internet windows open. Playing music and other things will also drain a sytems memory.