Since software reference only virtual memory that will never be an issue. A VA can point anywhere in physical memory - also above 4G even if the registers are only 32bit wide. http://www.microsoft.com/whdc/system/platf...PAE/pae_os.mspx 1. Server Consolidation A PAE-enabled operating system should be capable of utilizing all physical memory provided by the system to load multiple applications; for example, App#1, App#2, App #N, each consisting of 4 GB (maximum) of virtual address. In a non-PAE enabled system, the result can be a great deal of paging, since maximum physical memory in the system is limited to 4 GB. With the additional physical memory supported under PAE mode, an operating system can keep more of these applications in memory without paging. This is valuable in supporting server consolidation configurations, where support of multiple applications in a single server is typically required. Note that no application changes are required to support this capability.