Hmmm how much is too much??

What sort of allocation errors? Can you post the text? You should NEVER see an allocation error in 64bit Max. Does this mean you are running 32bit Max? In that case, it is entirely possible that you are running out of memory. In 32bit apps, there is only 2-3Gb of memory space of which Max itself can eat up 1.5Gb.

So I guess it would be a good time to figure out the specs of your machine (8 core beast right?), avail memory, max version, etc.

Can you tell me if you are using 32 or 64 bit Max? The shortcuts that Max installs should say which one in their name. The other option is to start C:\Program Files\Autodesk\3ds Max 2010\3dsmax.exe as opposed to the C:\Program Files (x86)\ one.