ShaderAPIDX8::CreateD3DTexture: E_OUTOFMEMORY

Okay, never thought i would be asking for help in here, as i prefer to solve problems myself, mostly searching for solution in google or something, but i had this problem for like a year now, and i have no idea what to do. Im lost. Basically, after spawning some number of models, console says
“ShaderAPIDX8::CreateD3DTexture: E_OUTOFMEMORY”,and if i spawn a model i haven`t spawned before, game either crashes or model is entirely black. I had this problem for a long time, i searched google and everywhere else i could, but i found no answers. Help me, this shit pisses me off so fucking much, i cant stand it anymore. Its like gmod cancer.

System Specs? Addons Installed?

GeForce GTX 470
4gb RAM
Intel® Core™2 Duo CPU E8500 @ 3.16GHz
Microsoft Windows XP Professional Service Pack 3

As for the addons, my addon folder weighs 18,2 GB, there is no way i could remember all of the addons i have, but im pretty sure addons arent causing it, i had this problem on a clean gmod too.

it happens for me too when i’ve generated a number of spawnicons.