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We have found what seems to be a small bug in __vm_enough_memory() when sysctl_overcommit_memory is set to OVERCOMMIT_NEVER. When this bug occurs the systems fails to boot, with /sbin/init whining about fork() returning ENOMEM. We hunted down the problem to this: The deferred update mecanism used in vm_acct_memory(), on a SMP system, allows the vm_committed_space counter to have a negative value. This should not be a problem since this counter is known to be inaccurate. But in __vm_enough_memory() this counter is compared to the `allowed' variable, which is an unsigned long. This comparison is broken since it will consider the negative values of vm_committed_space to be huge positive values, resulting in a memory allocation failure. Signed-off-by: <Jean-Marc.Saffroy@ext.bull.net> Signed-off-by: <Simon.Derr@bull.net> Signed-off-by: Andrew Morton <akpm@osdl.org> Signed-off-by: Linus Torvalds <torvalds@osdl.org>