What's using up all my memory?

Hi,
I have a late-2011 MBP with 4GB of memory. A minute ago I noticed that 72% of my memory was being used even though I had no applications running. I restarted the computer, and as soon as it booted up it showed 40% was being used, again with no apps running. The top processes (in descending order of usage) were:
kernel_task
SystemUIServer
mds
WindowServer
Dock
My only startup items are iTunes Helper and a server app that lets me use my phone as a trackpad. I doubt the latter is the problem, because quitting it doesn't change the total usage %.
What's going on in the background, and how do I stop it?
Thanks for your help.
Shawn

OS X uses memory very efficiently. You paid for 4 GB and OS X will use all it wants to use. There is no benefit to having memory remain unused.
Decoding the system memory pie chart above: Green means it is unused. Blue means it has been recently used, and remains available to the same process that used it but since released it. If the process requires its recently released memory again, it remains available to load quickly. For purposes of memory that remains available to use for whatever needs it though, green = blue.
As you can see from the above this system has 16 GB memory so it has essentially unlimited resources available for most reasonable purposes, but it appears as though it is using 4 GB. It's really using only about three quarters of that, and remember OS X is using all it wants to use. This is approximately equal to what you described: it's normal.
Examine the values for page outs and page ins. The total number is not important; it is only the recent activity that matters. If page outs are constantly occurring that means your system is constantly writing memory to disk, which will degrade performance. This will be associated with nearly constant disk activity.
SSDs such as in the new iMacs and MBAs effectively hide this performance degradation.

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