ESX host server is an HP Proliant DL585 G1 running VMware ESX Server, 3.0.1, 32039, 2 CPUS at 2.799GHz each with 12GB of physical memory. Guest OS is running Windows Server 2003 Standard SP1, 2 vCPU, 2GB of memory.
When I power on the guest OS, the memory usage is approximately 1.2GB. I have disabled all unnecessary services and even started the vm in safe mode. For all intents and purposes, this is running the bare minimum to be an operational server. When started in safe mode, there are 13 processes running and the guest os is using approximately 900MB of memory. By looking at the processes in Task Manager, I cannot see what is using all of the memory. Adding up the memory used does not come close to what the OS says it is using.
Also, this high memory usage does not happen every time the vm is rebooted, it normally happens on every other reboot.
Thanks in advance for any help you can give.