thats wierd i generally only have d3 and DB running and i have 8gn of ram, i figured that would be plenty
That's strange, it does seem as though you're running out of memory, I'd uninstall DB / RYAR and try reinstalling, you might have a beta version that has a memory leak or something. Also: Check your task manager, it should give you an idea of your ram situation. It's also possible that one of your sticks of ram stopped being detected (that happened to me once...)