Hi again,

Typical, as soon as i post something i find some more info ;-) I tried 
running MemProof and when the problem happens it says:

     1886  Error                 00000008          0  
CreateCompatibleBitmap(234954230,780,663) : Not enough storage is avai

So that would explain why it is related to the physical window size. 
But why does Scintilla have this problem and not, say RichEdit? I 
could understand if it was 1000 windows i was opening but the number i 
have seems reasonable. Hmm, a quick search seems to suggest this is a 
common problem with DDBs and DIBs should be used instead so maybe that 
explains it. Is there anything that can be done Neil?

Thanks again for any help,
Mat


        
        
                
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