744,880 Reasons to Hate iTunes

I was listening to music in iTunes for about an hour this morning. I started to notice the audio popping. I figured it was a bad MP3 until it was every song. I looked at my system monitor and noticed that 70% of my 3GB of RAM were being used. Task manager told the tale.



I wasn't ripping songs, or transcoding or watching video. Just listening to music. Anybody explain how iTunes managed to do this?