UPDATE: I have managed to install all but ep2. I did it by running the steam backup tool from the hdd and install each game individually. Each install cused the memory usage to slowly increase, but it finished instaling before the ram ran out. Then I logged off and installed the next game of the 5. i decided to download ep2 rather than watching it crash again, but even now i am sitting typing this watching the memory usage go up, currently on 2.92GB. Once it hits about 3.9GB the system will crash. So I will have to pause the download before then and log on and off to clear the memory then carry on. WTF is cuasing this, what I dont get is that in the processes window the highest memory usage is iexplore.exe at about 80mb. steam is only using 18mb, and toting up all the usages brings it out to about 1gb which is what the computer normally idles at. I cant even track where this leak is coming from! WTF!!!!!! just played half life 2 for about 30mins or so. Come out and memory usage was on 2.2gb,then dropped to 1.7gb as it cleared itself. not like steam install but usage still seems a bit high. Is that normal when you exit a game?? okay I gave it a little while and it still sat there with 1.6gb memory usage. I then right clicked on the steam system tray icon and exited. within about 2 seconds the memory usage dropped from 1.6gb to 800MB . Where is this coming from, the processes window only shows about 20-40mb for steam.exe and there is nothing else in their using that much, not even cumulatively. Is it a driver bug?? Steam bug?? Can i report the problem to steam?? If so how. Please guys, you have gona a bit quiet on this one. I'll update the OP so that people dont have to read all the way through to get the jist. Cheers! _____________ Okay. have tried my dads mem, tried new bios, tried different drive.. Then I decided to keep an eye on task manager. I cannot get the organe box to install. every time while it is installing it the computer locks up/freezes. I've got a new mobo so worried it is that. Have tried installing it like 10 times now trying something different each time. I finally got it installed by pressing reinstall from the autorunn menu after it crapped out. But it was then f**cked by AI disabled bugs. i bought the retail copy and paid a little more so i didnt have to download 15GB worth!!! i always uninstall it before trying again and it just cant do it. WTF!!! (Sorry for the bad pics ) Check out the memory leak. Is it just a buggy installer which is crashing my comp and there is nothing wrong with hardware?? Can I use the files on the disc to "restore" rather than install??