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RCP memory exhaustion


I am attempting to execute a site-written backup procedure 
that uses rcp to copy files from one server to another 
about 120,000 files.

unfortunately the script always fails with the following error..

# ./secure3
rcp: Cannot allocate memory
Memory fault

this occurs regardless of the user performing the rcp
(backup user or root) 
and regardless of the ulimit parameters, which for the above example
were unlimited.

Is there a kernel parameter that can altered to 
increase the store available for a process? or one
that might have a bearing on rcp? I am using the 
default kernel. 

I am using version 2.3 on both servers. 
And executing the rcp's from the command line 
and not from within a background process. 

Any input to this would be appreciated before I goto