I have 2 Windows XP boxen: A (running XP SP3) and B (running XP SP2). I'm using Remote Desktop to connect from A to B. When I connect, I get the login screen (which is slow to respond to keyboard/mouse input), and after logging in, I get the following: Fatal Error (Error Code: 5) Your Remote Desktop session is about to end. This computer might be low on virtual memory. Close your other programs, and then try connecting to the remote computer again. If the problem continues, contact your network administrator or technical support. I've seen one way to (sometimes) get in by opening a second RDP session to the same box [1], and if I wait long enough sometimes it will go ahead and log in anyway. Is there something broken/missing on the PC I'm trying to remote in to? Edited in reply to djangofan: There's nobody listed under "Lock pages in memory". When the double login trick works, a glance at Task Manager shows plenty of free memory, 800MB available out of 1.5 GB. (Performance tab, Physical memory) For what it's worth, this happens consistently after a reboot. What sort of exact info would be useful? There's very little remaining installed on that machine that's not Windows + Office... [1] found at http://www.fdcservers.net/vbulletin/archive/index.php/t-1580.html