UT III supposedly out in November, according to
Gamespot. Wait for the demo and see how smooth it runs.
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Originally Posted by Wikipedia
Some operating systems reserve portions of process address space for OS use, effectively reducing the total address space available for mapping memory for user programs. For instance, Windows XP DLLs and userland OS components are mapped into each process's address space, leaving only 2 to 3.8 GB (depending on the settings) address space available, even if the computer has 4 GiB of RAM. This restriction is not present in 64-bit Windows.
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64-bit architecture