All workarounds failed except adding "ulimit -n 65000" to squid init file Adding "session required pam_limits.so" to "/etc/pam.d/common-session" also failed for me. The box never read '/etc/security/limits.conf' at boot time OK so now there is another thing That I have tested: /etc/pam.d/common-session dosn't have the limit module as a default so the admin will set it as he wants and to prevent a problem.. adding this line: session required pam_limits.so to the common-session file forces the ulimits on a PAM session startup and end.. this forces the bash(which is a pam) session to use the limits that are set by the admin in the limits.conf... It's not such a good idea to allow a users such a thing but this is the admin choice. Eliezer