This is what i did to solve the problem .
First of all . remove duplicate urls . go to options . advanced . tools . remove duplicate urls . ( 300000k + removed )
Reduce the number of keywords i use . I had spin_folder with millions urls . I change that to 400000k english keywords
I do not scrape keywords from sites ( will try to bring this back later to see if it will cause the problem again )
I do not re-verify ( also test )
I do not analyze competitors and post to competitors backlinks
Verify on ''auto verify''
Now am able to run without ''out of memory'' error poping put
Also started to use scheduler . pretty handy feature . Look for it Start button has small down arrow . Schedule option is there .
Hope this help . If anyone have something to ad to this , please do .