The last time this happened to me, it was a faulty Fujitsu HDD, which was misreporting the cluster size. Do a google for 'insufficient memory to defrag' - you'll get a lot of hits. Ian Porter Computer Guys Inc. Arrowtown New Zealand [log in to unmask] ----- Original Message ----- From: "Richard Burdess" > hi I have a system with two 20 gig hard drives, my problem is I can defrag drive d, which I use for storage but when I try on my C drive all that happens is I get a message saying "you do not have sufficient memory to carry out this task, close down some applications and try again" Im running win 98se. any idea's > > Richard Burdess > The NOSPIN Group Promotions is now offering Mandrake Linux or Red Hat Linux CD sets along with the OpenOffice CD... at a great price!!! http://freepctech.com/goodies/promotions.shtml