Mail eats RAM

Every time I fire up Mail it eats up all my memory.  I can see it climb up in the list of the Activity Monitor, eventually to use up everything. Other applications lock up and I have to force quit everything if I don't force quit Mail first.
I've set all mail options that I can think of to "off line", set a seldom used "dummy" email account so that I know there aren't many messages that might have to be retreived but it still happens every time.
I do all my emails on line via ATT/Yahoo, but I'd like to use Mail to compose custom emails and easily embed images (get with the program, Yahoo!).

Hi,
How can rebuilding your mailbox help when all mailboxes were offline and still the memory was filled?? It is also happening to me for the past 2 weeks...
Greetings,
Kasper

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    root 14 0.0 0.0 0 0 ? S 18:52 0:00 [async/mgr]
    root 15 0.0 0.0 0 0 ? S 18:52 0:00 [pm]
    root 16 0.0 0.0 0 0 ? S 18:52 0:00 [sync_supers]
    root 17 0.0 0.0 0 0 ? S 18:52 0:00 [bdi-default]
    root 18 0.0 0.0 0 0 ? S 18:52 0:00 [kblockd/0]
    root 19 0.0 0.0 0 0 ? S 18:52 0:00 [kblockd/1]
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    root 25 0.0 0.0 0 0 ? S 18:52 0:00 [kswapd0]
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    root 29 0.0 0.0 0 0 ? S 18:52 0:00 [crypto/0]
    root 30 0.0 0.0 0 0 ? S 18:52 0:00 [crypto/1]
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    root 506 0.0 0.0 0 0 ? S 18:52 0:00 [ata_sff/1]
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    root 562 0.0 0.0 0 0 ? S 18:52 0:00 [scsi_eh_2]
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    root 1068 0.0 0.0 0 0 ? S< 18:52 0:00 [kslowd001]
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    root 1193 0.0 0.0 0 0 ? S 18:52 0:00 [usbhid_resumer]
    root 1361 0.0 0.0 5092 424 ? S 18:52 0:00 supervising syslog-ng
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    root 1387 0.0 0.0 1804 596 ? Ss 18:52 0:00 /usr/sbin/crond -S -l info
    dbus 1402 0.0 0.1 2620 1308 ? Ss 18:52 0:00 /usr/bin/dbus-daemon --system
    hal 1410 0.0 0.3 14976 3172 ? Ssl 18:52 0:00 /usr/sbin/hald
    root 1411 0.0 0.1 3520 1164 ? S 18:52 0:00 hald-runner
    root 1443 0.0 0.0 3584 1000 ? S 18:52 0:00 hald-addon-input: Listening on /dev/input/event0 /dev/input/even
    root 1457 0.0 0.0 3584 992 ? S 18:52 0:00 hald-addon-storage: polling /dev/sdc (every 2 sec)
    root 1462 0.0 0.0 3584 996 ? S 18:52 0:00 hald-addon-storage: no polling on /dev/fd0 because it is explici
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    root 1481 0.0 0.0 1756 560 tty3 Ss+ 18:52 0:00 /sbin/agetty -8 38400 tty3 linux
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    root 1484 0.0 0.0 1756 568 tty6 Ss+ 18:52 0:00 /sbin/agetty -8 38400 tty6 linux
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    arch 1645 0.0 0.0 4464 480 ? Ss 18:53 0:00 /usr/bin/gpg-agent --daemon --pinentry-program /usr/bin/pinentry
    arch 1648 0.0 0.0 3544 420 ? Ss 18:53 0:00 /usr/bin/ssh-agent -s
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    root 1695 0.0 0.0 0 0 ? S 18:53 0:00 [jbd2/sda2-8]
    root 1696 0.0 0.0 0 0 ? S 18:53 0:00 [ext4-dio-unwrit]
    root 1697 0.0 0.0 0 0 ? S 18:53 0:00 [ext4-dio-unwrit]
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    arch 1711 0.0 0.3 36488 4044 ? Sl 18:53 0:00 /usr/bin/akonadi_control
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    arch 1754 0.0 1.5 78772 15764 ? S 18:53 0:00 /usr/bin/akonadi_maildir_resource --identifier akonadi_maildir_r
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    arch 1756 0.0 1.4 85996 15084 ? Sl 18:53 0:00 /usr/bin/akonadi_nepomuk_contact_feeder --identifier akonadi_nep
    arch 1757 0.0 1.5 78644 15584 ? S 18:53 0:00 /usr/bin/akonadi_vcard_resource --identifier akonadi_vcard_resou
    arch 1770 0.0 0.6 34140 6756 ? S 18:53 0:00 /usr/bin/nepomukserver
    arch 1773 0.0 3.1 129240 31988 ? S 18:53 0:00 kdeinit4: kaccess [kdeinit]
    arch 1792 0.0 0.7 32800 7300 ? S 18:53 0:00 /usr/bin/kwrited
    arch 1795 0.0 4.9 239732 50600 ? S 18:53 0:02 kdeinit4: krunner [kdeinit]
    arch 1802 0.0 3.8 215960 39712 ? S 18:53 0:00 kdeinit4: kmix [kdeinit] -session 10f3deccde00012715678170000001
    arch 1804 0.3 2.0 92628 20912 ? Sl 18:53 0:10 /usr/bin/yakuake -session 10f3deccde000128458099300000017460017_
    arch 1805 0.0 3.6 127944 37880 ? S 18:53 0:00 /usr/bin/colibri -session 10f3deccde000128466712900000017050014_
    arch 1808 0.0 0.1 4928 1808 pts/1 Ss 18:53 0:00 /bin/bash
    arch 1812 0.0 3.5 113820 36732 ? S 18:53 0:00 python /usr/bin/printer-applet
    arch 1816 0.0 3.2 129576 33088 ? S 18:53 0:00 kdeinit4: klipper [kdeinit]
    arch 1817 0.0 2.7 95416 27772 ? S 18:53 0:00 kdeinit4: kio_http_cache_cleaner [kdeinit]
    arch 1846 0.0 0.1 4928 1808 pts/2 Ss+ 18:56 0:00 /bin/bash
    arch 2727 0.0 0.3 6472 3164 ? S 18:57 0:00 /usr/lib/telepathy/mission-control-5
    arch 2731 0.0 0.3 32484 3184 ? SLl 18:57 0:00 /usr/bin/gnome-keyring-daemon --start --foreground --components=
    arch 2737 0.0 0.2 6576 2088 ? S 18:57 0:00 /usr/lib/gvfs/gvfsd
    arch 2746 0.0 0.1 29996 1940 ? Ssl 18:57 0:00 /usr/lib/gvfs//gvfs-fuse-daemon /home/arch/.gvfs
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    arch 3199 0.0 2.5 94044 26536 ? S 19:42 0:00 kdeinit4: kio_file [kdeinit] file local:/tmp/ksocket-arch/klaunc
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    arch 3201 0.0 2.5 94044 26536 ? S 19:42 0:00 kdeinit4: kio_file [kdeinit] file local:/tmp/ksocket-arch/klaunc
    arch 3202 0.0 2.5 94044 26536 ? S 19:42 0:00 kdeinit4: kio_file [kdeinit] file local:/tmp/ksocket-arch/klaunc
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