thanks, i've already done that, all this values remain more or less the same. 150 handles, 150 user objects, 6 threads, 300 gdi. memory is growing a little bit, but not as much that this could be the problem. the other problem is that i cannot reproduce this problem on one of my machines, but some of my costumers can do that. ok i can ask them to send me there resources if this problem occurs. any other ideas, dll's, i've static linked the mfc libs.