I wanted to try Apache Worker because I did not want the overhead memory usage of mod_security to hit me with every request. With worker, 4/5 threads can handle a fair amount. I wanted to use FastCGI, because I'm coming off of mod_php and going straight to SuPHP is like going from a Corvette to a Winnebago. I enjoyed success using EAccelerator with mod_php but it won't work with Apache Worker. So Xcache was the next choice (it's all the rage with VBulletin people I tell ya). After fighting with my php.ini, zend thread safe this, extension that, I finally got Xcache to work! Suhosin and mod_security installed and tweaked. It has been an uphiill battle to get all these to work together, and I'm not done. Here are the remaining issues I'm hoping someone with more knowledge might be able to give a hint on! 1. FastCGI occasionaly seems to spawn processes that do not close. ProcessLifeTime is set to 3500 but still some seem to orphan. If this a known bug, and if so how do others work around it? Can a setting fix this, is it my setup? How to I kill those processes (since an Apache restart does not kill them). 2. If MaxProcessCount is 16, can more than 16 websites be accessed simultaneously? 16 unique websites = 16 different users in this case. Or once those 16 processes are used, everyone else has to wait? This is important to know so it is not set too low for the traffic. This also works in tandem with the Apache MaxClients. 3. Apache Worker spawns 4/5 servers/threads and seems to be the default, I can't get it lower. Is this a built in minimum? Here is my config for FastCGI and Apache Worker. Which I add to the Pre-Virtual Host Include Editor. <IfModule mpm_worker_module> StartServers 2 MaxClients 6 MinSpareThreads 1 MaxSpareThreads 2 ThreadsPerChild 1 MaxRequestsPerChild 700 </IfModule> # Fastcgi configuration for PHP5 MaxRequestsPerProcess 500 MaxProcessCount 20 DefaultMaxClassProcessCount 20 IPCConnectTimeout 60 IPCCommTimeout 60 PHP_Fix_Pathinfo_Enable 1 IdleTimeout 300 IdleScanInterval 120 BusyTimeout 300 BusyScanInterval 120 ErrorScanInterval 9 ZombieScanInterval 9 ProcessLifeTime 3600 I've been using the Apache "ab" command to test things out, so if anyone wants to know results I get for a certain set of values, let me know. Any and all attempts at help are greatly appreciated! You don't even have to be polite!