Good morning, So I am receiving the above error (debuglog.txt is attached). But I'd like to give some background - I searched the forums and saw many similar problems but just not quite the same... I have a Toshiba M45-S169, about 2 1/2-3 years old running Windows XP S2. Over the years I've upgraded the memory several times (first from factory 512mb to 1024mb - just had to add second stick for this, then recently from 1024 to 2048 - the max this laptop can handle; required replacing both sticks). Prior to purchasing the memory, I searched several sites to ensure compatibility. I also had a tech at the store verify... I've learned the hard way. :evil: So - supposedly this memory works with my system. It was recognized upon install and no problem - surfed the Net all day, played my online MMORPG, etc, no crashes - until I put my laptop into hibernate. Trying to come out, it said it didn't have enough memory to complete API. uhh huh So the next night, I just put it to sleep, not hibernate - this time I got the error above. I've tested the RAM, both pieces together and individually in different slots - multiple times - they are fine apparently. I've even put them into my husband's laptop and fooled around - no problems. And, as I said, this only happens when coming out of Sleep or Hibernate. It is not triggered by playing graphic-intensive games; I can run the internet, games, and music apps all at one time without setting off the fan. I've played and played to try to get to the root of this evil. My next step thoughts are - change the virtual memory allocation (it is way under the recommended) and, dare I say it, resort to one of those registry cleaning apps?? Could that really be the problem? Please help!