HAD TO RESET I had to factory reset but it wasn't as bad as i thought it would be. Only took an hour to get the phone settings back. After getting the error for the 5th time, the phone froze. there was no other option. The good thing is that I've learned so much about settings now I don't imagine i'll ever have a memory problem again. App Brain made the process almost painless AppBrain - the best Android apps and games on the Android market NOW I KNOW The killer is FACEBOOK & TWITTER contact sync turning that setting off makes a huge difference in memory. The reason i know is contact storage used to be my largest app at a whopping, obese 455MB. Now my largest app is a 7MB game i now this through SETTINGS>MANAGE APPLICATIONS (Sort by size) So i believe CONTACT SYNC in FB & Twitter was tripling my contact storage needs- a huge memory hog. now contact storage has a beach body- super small.