In fact it could use more. Unix was supporting >4GiB of RAM a long time ago while being 32-bit. If you look at the Windows versions (especially "server" versions) you would notice that it supports over 4 GiB of RAM. By the way: GiB stands for giga-binary which is 2^32=4294967296 bytes while 1 GB could mean either 1 000 000 000 bytes or 1 GiB. The application however is restricted to 32 bits thus cannot cannot address (use) more than 4 GiB of memory. XP added PAE which was available as separate patch or/and included within the service packs. I guess that XP SP3 allows 3.25 GiB of RAM to be addressed by the applications. Kernel and drivers are running in a different layer. This was originally marked by a single bit - thus the memory was divided into 2: 2^31 + 2^31. As long as the application is restricted to use less than X GiB system is still using remaining memory for the caching and similar things. It is more or less as described by you but some differences are present - I just wanted to add some light here. I guess that you are referring to Vista x86 and Windows 7 x86. You should use there "application" as every application can have its own address space. But you are right - Microsoft does not provide support for extended amount of memory... unless you are using some "extra" version (ex. windows 2008 server). Again - Microsoft adds some limitation. Supported amount of RAM could be for example 2GiB (Windows 7 starter edition) just because they wanted to drain more money from users if they want to use more memory. The same for the number of CPU's. There was a known limitation about x86 implementation (I guess that it was XP professional x64) where they have used 40 bits for memory addressing initially (and this was supported by Intel). If I remember correctly (someone might correct me if I am wrong here) then AMD supported 40bits, 48bits and 64 bits while Intel only supported 40bits. I guess that now both CPU's support 64bits. Something from that left till now - windows cannot use full 64bits for addressing... If I remember correctly then maximum memory that can be addressed in Windows 7 is 192 GiB. @przemekG all you're seeing is hex values that OBSE is automatically correcting. That could be a value for ANYTHING, but it would be intelligent to assume it's something related to the havok engine. (possibly from your patched exe, but maybe not) In any case, it's doing it's job. Unless you feel like learning hex and dissecting the exe, i wouldn't worry about it unless things start lagging suddenly or you see artifacts or glitches, etc Regards P.S. I just wanted to add some technical mummble-bummble to this thread... not to attack any other posts. Possibly my comment needs correction (it is late and I'm quite drunk ;) ).