Ok a brain teaser for everyone.

Have an IIS box that is part of a web farm, Box has 4 gigs of ram now and we are stuck on 32 bit for the time being (shakes fist at cold fusion). Anyway we are running into a problem of to many app pools and to much ram being used on the box (no worker process is very large just many of them) the app pools have been consolidated in an effort to save memory but the memory usage is still high. since 64 bit is not an option till the next version of cold fusion is approved here, we are stuck with trying a standard 2003 to enterprise upgrade to take advantage of 32 gig limit in enterprise. my only worry is how the memory mappings will work with IIS 6, from what i understand it would shown to the OS is 4 gig windows of memory mapped out to the x gig of physical memory, i have not been able to see or read anywhere is IIS and windows memory management will be able to make use of the extra memory that will go into that machine or if will not be used.

Any input would be appreciated!

IIS is not technically able to use anything other than the 2GB (or 3GB with /3GB in boot.ini) VA per w3wp worker. However, if the coldfusion apps running within the w3wp process are AWE aware, then they should be able to map in a window to use the AWE memory above 4GB. However, IIS itself (and thus the w3wp.exe pools) are not AWE-aware.

Technically running an Enterprise 2003 box with /PAE will allow better memory utilization, it won't fix your problem if I understand what you are saying correctly. You'd probably be better off running x64 2003 and trying to get the coldfusion apps to work (I'm assuming this is not Coldfusion 8.x?).

8.5 i beleive is the version we are testing to upgrade to but yes, the problem lies in the fact that there are to many websites running and comsuming memory, we can't offload them to new servers or go to 64bit till the coldfusion testing is done. to eleviate problems till then, they wanted to go to Enterprise and use more ram. Which in my mind means that there will be multiple 4 gig windows of memory and if IIS and the apps don't know how to handle mapping to alternate windows (via the pae and awe api's) then they won't be able to take advantage of the extra memory.

Exactly.

You could consider 2008 x64 and use a bunch of Hyper-V VMs if the coldfusion apps can run across multiple IIS web servers...