Elements 9 Error when creating panorama - could not fill because there is not enough memory (RAM)

I have elements 9. I am making a panorama using about 10 images. Each time i click in the box to fill in the edges ( content aware fill) i get the error: could not fill because there is not enough memory (RAM).
This is not possible, as i have a machine with 8gb of RAM, and i can clearly see that less than 5GB is utilized.
I tried converting the individual images to jpeg as this is considerably smaller than RAW but i get the same error.
In Photoshop preferences i have set the memory to the max amount it allows ( 3255mb in my case). why will it not let me assign more RAM to it?
I got PSE 9 for content aware fill as i do a lot of panoramas, and if this does not work, its been a waste of 100 euros.

Yes, this is very common. You can either up the amount of ram available to PSE in the editor preferences, or just let PSE finish the pano with unfilled edges. There is an action available in the forums at elementsvillage.com that will turn on the same kind of content aware patching that's in Photoshop and you can use that after leaving the pano creation feature.
EDIT I see you've already upped the memory. PSE is a 32 bit program and there's a limit to how much ram such programs can see.

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