I tried running the dxf2rhizopod on a 136MB dxf with 1,000,000 circles. Sadly, this isn't going to work. my notes on the process and a proposed solution are here: http://ericwilhelm.homeip.net/svn/CAD-Drawing/trunk/data/notes/memory_usages.txt This is similar to the issue which Art had solved with his dwg reader. If anyone wants to tear into this python code, let me know. Alternatively, I'm wondering if perl might be better suited to this text-intensive process. It seems that Perl is able to get to 4GB in about 1/4 the time that it took python to hit 2. Does anyone of references comparing Perl's memory management to Python's? In the end, it may come down to simply a matter of text-reading speed, since the best solution is to get this down to a manageable memory usage. --Eric -- "...our schools have been scientifically designed to prevent overeducation from happening." --William Troy Harris