Windows 7 automatically switching to basic (non-aero) theme

[brulez]

Windows 7 randomly switches off Aero and goes back to the basic theme with the following error message:

"The color scheme has been changed to Windows Basic - The current color scheme has exceeded its allowed memory so the color scheme has been automatically changed to improve performance. Click to see more information."

Hardware specs:
3 monitors
Intel Core i7-2600K @ 3.4GHz
32 GB RAM
ATI Radeon 7970 (3GB GDDR5)
64-bit Windows 7
SSD Harddrives in RAID0 config.

What's strange is that aero runs fine with running GPU intensive games. It fails when browsing the web, or if I just let the computer sit with the desktop up for awhile.

 

[roban]

Some software will do this. Perhaps you've installed something that is causing this.

 

[brulez]

It's a relatively recent install, here are the currently installed programs:

I've tried to narrow this down, and was able to get the issue to repro when the only programs running were dropbox and chrome.