Using content aware fill in photomerge

I have three images (TIFF files total size about 240MB) that I want to create a panoramic from. I use photomerge in CS5. All works well (in 64 bit) but when I choose the content aware fill option an error message comes up (see image). I have 4GB Ram memory on my 3.06 Ghz Intel Core Duo Processor. The message that it could not complete the fill because there is not enough memory should not happen. My system fits all the requirements to run CS5. Is this a bug in the adobe software? Is there someone with expertise on this that can advise me?
Much appreciated
LS

Chris:
Perhaps you can help me with a somewhat related problem.  I can't get the following Commands to operate in 64 bit, i.e., Photomerge, Merge to HDR and Load into Photoshop Layers.  They work fine in 32 bit despite the fact that you're limited to only a moderate amount of RAM in 32 bit (1470).  When I'm in 64 bit mode, the amount of RAM I've allocated is 5348.  I'm working on a Quad Core Mac Pro with a whole 1 TB hard drive dedicated to as a scratch disk.  This doesn't make sense to me that when you're throwing more capacity at the process is when the problem arises.  What I consistently get is a dialog box stating "Photoshop Quite Unexpectedly."
Herman R.

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