I was lucky enough to recieve a copy of 'The Orange Box' from my wife for Christmas. I had a few minutes to get it installed and I tried the first few minutes. Shortly after the game started I got an onscreen warning that read: Warning: Paged Memory Pool Low After a few minutes the game locked with looping sound in the background, just as Half Life 1 Episode 1 used to. For Half Life 1 I found a start up parameter that forced the game to run in direct X8 mode, which solved the problem. I wasn't excited about the solution but was able to play the game. I did not have the warning in Episode 1. With this new error message and some quick research I found many forum hits and this official support article . The article said: In practice, we have found that certain anti-virus applications allocate a large amount of paged pool memory that cannot be freed until the anti-virus software is fully uninstalled from the system. AVG 7.x, Norton and NOD32 have been identified as anti-vi...