A system and method for dynamically altering a Virtual Memory Manager (VMM) Sequential-Access Read Ahead settings based upon current system memory conditions is provided. Normal VMM operations are performed using the Sequential-Access Read Ahead values set by the user. When low memory is detected, the system either turns off Sequential-Access Read Ahead operations or decreases the maximum page ahead (maxpgahead) value based upon whether the amount of free space is simply low or has reached a critically low level. The altered VMM Sequential-Access Read Ahead state remains in effect until enough free space is available so that normal VMM Sequential-Access Read Ahead operations can be performed (at which point the altered Sequential-Access Read Ahead values are reset to their original levels).