I installed limewire basic, and have been trying it out.

When it is running and so is my email(outlook express 6 win xp), when I do a send/receive , my pop 3 server times out. If I shut down limewire it works fine, any ideas?

Yes, LimeWire is using all your available bandwidth for uploads. Your connection becomes so slow that other connections may time out. Try reducing your upload bandwidth in the LimeWire options/preferences under uploads->basic.

thanks

looked at options and set bandwith to 10% that was the lowest setting, still no help.

Did you set your connection speed (tools->options->speed) to the right value? Try setting it to something slower (Modem, if all else fails).