Squid users, I am running Ubuntu Edgy 6.10 for AMD64 which is Kernel 2.6.17. I have squid 2.6.STABLE9 that I installed from source. This is not a production server yet, so it was just kind of sitting there for the past few days, today when I turned on the screen I saw messages similar to the following: (numbers) Out of memory: Kill process XXX (apache2) score XX and children. (numbers) Out of Memory: Killed process XXX (apache2). (...) (numbers) Out of memory: Kill process XXX (squid) score XX and children. (numbers) Out of Memory: Killed process XXX (squid). I don't know too many linux commands, but I looked on google and found the free command. My computer has 1 GB of RAM and I only had 10 MB free, but I had about 75% of my swap space left. (I have about 3 GB of swap). I did "/etc/init.d/squid stop" which replied [ok] but then when i look in "top" I see that I still only have 10 MB free memory, and most of the pid's on the list belong to squid. Why are 30,000 squid processes running after I type "squid stop". According to ps aux, /usr/sbin/squid -D -sYC has 9486 entries (AFTER I typed squid stop.) On our production server we have 512 MB of RAM and squid 2.4.STABLE7 and this has never happened. What can I do? Note that during the last 5 days this computer was unplugged from the network so, it's cache cannot be full!