I have never seen such a poorly written program in my life. I open up iTunes, click on Music store and WAM! Not enough memory try again. Well I have enough and iTunes does take 30megs in RAM when running. My laptop is a P-IV 2.8Ghz HT (HyperThreading), 512 DDR RAM. MusicMatch is buggy also (8.1x) but at least I can use it and yes that program eats 30-50 Megs or RAM while running. I Like Windows Media Player the best as it only uses (all tests with music files) 15-20 Megs of RAM.