CS3 - on publishing- says " not enough memory" + crashes on importing more images

programming flash
1

help
I’m creating a catalogue in Flash CS3.
I’ve imported 850 images at reduced pix ( total file size is 60 MB)

  1. When I try to import more images, the program crashes. Need to put in more pics.

  2. More urgently, with these 850 images, when I try to publish the movie, it says " not enough memory"

  3. If I try to save as version 8, it says " file in use or open in another program.

The machine is a laptop with 2GB RAM and 2.0GHz core 2 duo cpu.
Will publishing on a more powerful machine do the job? or is there another problem?

This catalogue will be on CDs, not on the web.
Need to deliver this urgently.

would appreciate a solution:)