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popping and clicking when using too many plugins

i'm trying to do some mixing.. i get up to 12-15 effects between 20-24 channels and Cubase sx (2.xx) starts to crap out. the audio starts to pop and click and i can't continue mixing because it becomes so bad.

i know i'm running out of resources, but i have a p4 2.4ghz 1GB ram, 2 hard drives, both get defragged at the end of the night..

Any CAD MegaMix users out there?

Just wondering about a couple of details on getting my newly acquired MegaMix system set-up/operating correctly. (...or any tips you could pass on.)

M1600 controller, IFI-8 and OPCODE Studio 4 midi controller.

If anyone has experience w/ this or similar unit, I'd really appreciate a few minutes of your time. PM me if you prefer.

Thanx,
Max