fsck_msdosfs.
I am able to run top at the same time, as as far as I can tell, it doesn't
actually run out of memory - Mem has ~564k free, and Swap has 158mb free at
its lowest when fsck_msdosfs is running. It's an old machine, with 192mb ram,
and 359mb swap.
but ulimit's defaults possibly limit memory...
check ulimit -a
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