You can't really notice 128 down to 112, especially on portable headphones. I would definetly recommend more than 128mb of ram though, why would you not get a player that is not expandable (unless it already has 256mb)? You can pick up a creative muvo 256mb for the same price. I had a 128mb player and it didnt quite hold enough music at 112 for my tastes, moving up to 192mb hed just the right amount.