Recently I've been having a lot of trouble with getting running out of memory errors when I play Skyrim. Usually when I enter a loading screen the game will minimize and I'll get the warning saying I should exit the program. I do have a lot of mods installed, but I've never had this problem before. The only thing that's changed is that I'm using an SSD now as my main drive, but Skyrim is still on my HDD. I have 8 gigabytes of ram, so it doesn't seem like I should be running out. Any suggestions on what the issue might be is appreciated.

EDIT: My video card is a 6950 2GB

EDIT: My Physical memory usage is at ~25% with only startup items such as steam and skype.

Skyrim does have a ~3.1GB cap at which it crashes, so you could be hitting that limit.

Also, tyou should move your system page file off your SSD to another storage drive if possible. It will drastically increase the SSDs life span.

Yes, the Windows page file (swapfile).

I have a dedicated harddisk for my swapfile, a WD Caviar Black, and I think it's a factor in my excellent stability.

I never disable any autosaving. Everything works great.

Apparently Windows contains algorithms to use whichever swapfile is most responsive at any given moment...

So in addition to my dedicated 4GB page file on PageFile (E:) I allow system-managed swapfiles on my other two HDs as well.

No matter how much system RAM you have, Windows loves its swapfiles.

It's like grandfathered into even their newest OS's...

So when I first read your issue, swapfile was the first thing I wondered about.

Hey, you play Skyrim with Skype running...?

LoL, I even disable Active Desktop.

And no Skype.

Multiple page file locations are redundant. Windows can only use one continuous block of memory for the page file. If you have multiple designated areas, Windows will simply choose the location that is least active. Windows cannot defrag memory assigned as a Page File so it is counterproductive to have large areas of memory as Page File.

The optimal solution is to assign the Page File to a fast hard drive where the Operating System is not located. This should be physically separate hard drive not only a new partition.

Also its a Page File not a Swap File. Swap File is a pre Windows 95 way of saving RAM.

@Gryphon: You should remove the Page Files on your other two HDDs and keep it on the E: only.