I have seen this same thing happen in LimeWire 3.5.8 on Windows 98 Second Edition. It occurs when I change the shutdown option from "Minimize to Systray" to "Shutdown after transfers" and then have some kind of transfer going, whether it is uploads or downloads, and then repeatedly close the LimeWire window and restore it by double-clicking its systray icon. After 2 or 3 times of this, (sometimes more, sometimes less), LimeWire ends up trying to connect to 32 ultrapeers, in *leaf* mode, instead of the normal 4 or 5 connections it makes.