Apache - 14 Load - Why?

So I wake up just now, site is hanging, I check and load on web server is 14. Running top showed 320 processes. Normally it's no higher than 150. Restarting Apache resolved the problem, but does anyone know why this happened? httpd.conf variables are listed below:

Timeout 300
KeepAlive On
MaxKeepAliveRequests 100
KeepAliveTimeout 5
MinSpareServers 7
MaxSpareServers 12
StartServers 7
MaxClients 256
MaxRequestsPerChild 0

It's a P4 2.4 2G ram running Apache 1.3.33 with php compiled statically. MySQL is on separate machine. Site is picture gallery.

Ideally I want to setup thttpd for images, but in the meantime is there any changes I can make so this issue doesn't happen again? Thanks for any recommendations.

 

 

 

 

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