It will also be related to how many files you're sharing & how many incompletes you have. Have you ever considered this Tip: Purge the Downloads Queue! which are instructions for OSX but the same principle applies to any other platform. And yes, I've tested it using different accounts with different (varied at various times) amounts of shares & incompletes ... it does reduce the no. of threads. Closing off old search tabs can also help. I'm surprised it is happening on windows though I must say! Also, using the resume/find sources function can push up the no. of threads LW uses. I found after about the 3rd of fourth resume the threads seem to increase dramatically. But that was with earlier LW's ... I haven't fully tested it with LW 4.12.x (other than noticing an improvement.)