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Nutrox's Avatar Nutrox Nutrox is online now Super Moderator 17 Creative Assets 2009-07-01 #3 Old  
It sounds as though you aren't handling the images correctly (disposing of them etc) if system memory is never released by the application. A 400x400 image in Flash is going to need at least 1.20 MB, each pixel is stored as a 32-bit value (8 bytes). You do the math for 140 images.

Why do the images need to be that big and why do you need to load them all at once? If you're not seeing 140 images on-screen at the same time then you don't need to load 140 images, just load them when they are needed and dispose of them when they are no longer needed.
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