Motherboard: Asus P8Z68V PRO CPU: i7 2600K @4.6GHz GPU: Palit GeForce 670GTX 2Gb MOBO Drivers: up to date GPU Drivers: 326.01 SoundCard: Asus Xonar DG Hi i get this error message randomly with Unreal engine games these games are Ufo enemy unknow and Americas army PG(proving Grounds BETA). In AAG this happen if tweak BaseEngine.ini to get more FPS than limited 90. bSmoothFrameRate=TRUE MinSmoothedFrameRate=22 MaxSmoothedFrameRate=60 this is problematic thing, if this is TRUE u get 60FPS if FALSE 90FPS. Ichange this to like this bSmoothFrameRate=TRUE MinSmoothedFrameRate=22 MaxSmoothedFrameRate=120 Problem begins i start getting Running out of video memory. Exiting.... If change it back to default, problem is gone :bang:, this is big problem i cannot use vsync REASON too much input lag and bad 60Hz monitor, so manualy tweak only 120FPS and i am happy thats enough, but problem is i CANT of this problem. So next game Ufo i cant play game with alien ship game crash that error message, but readed sum forums and there was little fix: lower resolution and load save that could fix but not for me, i get fixed with put resolution 1024x784 and all graphics to lowest. Is this game itself problem or nVidia's driver problem?. p.s. I think i can use higher fps now not tested so much yet but i will test it. FIX was Compatibility: Windows XP service pack 3 CHECKED these Disable Visual Themes Disable Desktop Composition Disable Display Scaling on high DPI Settings P.s.s. ALL TESTED WITH FACTORY DEFAULT CLOCKS error still occurs. I hope that all of u understand my problem and my bad english i am from Finland