Well thanks everybody for their tips for the filedescriptor problem. i
recompile the kernel with that patch, and recompile squid. now it's running
with 1024 descriptors.

   BUT NOW I have "Couldn't get a free page....." messages from the kernel...
and I can do nothing in seconds sometimes. my shell gets locked, kernel gets
out of memory and give "Cannot allocate memory" messages...

   Is this a known problem ? I coudn't find it in archive.

from the /var/log/messages:
Dec 15 14:15:00 proxy kernel: Couldn't get a free page.....
.
.

Thanks in advance,
Utku.

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