Main thing that springs to mind is a cute thing called DEP (data execution prevention) which is only on XP SP2 and as the name suggests, it fights off applications running in areas of memory it feels the apps shouldnt be using. You can try turning off DEP by changing the line in your boot ini to read something like: multi(0)disk(0)rdisk(0)partition(2)\WINDOWS="Microsoft Windows XP Professional" /fastdetect /NoExecute=alwaysoff As opposed to "/NoExecute=optIn". Check with IT that this is not against your policy though. If it helps then you can look at excluding it from DEP. Mine runs at 13,080k. Could your RSLinx on the laptop be doing more? Maybe you have more physical and virtual memory available on your laptop and the apps are taking what they need, whereas on your desktop the apps may be constrained???