I think your onto something with the swap!!! Its a citrix vm.... and I took a look at the performance graph and the both partitions were spiking (only 1 primary, 2nd is swap). Me and 1 other IT guy were the only 2 connected so not much activity was going on. I used the ubuntu default install for the partitions which may have been a mistake, but I gave the machine 150GB hd (it used 2 GB for swap), 4 GB Ram. I can't help but think something in my config is causing this.... cause if I use dansguardian -> squid3 it was working pretty well. Anyways I'll take any advise and try some things and can report back with some stats if it helps. Thanks for reply so quick!!! -- View this message in context: http://squid-web-proxy-cache.1019090.n4.nabble.com/Squid-DG-Sandwich-Squid3-auth-DansGuardian-Squid3-proxy-tp3311884p3312123.html Sent from the Squid - Users mailing list archive at Nabble.com.