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You are certainly using AviSynth 32-bit. If its calling application is not "Large Address Aware", then both together will only be able to address at most 2 GB of virtual memory; fortunately, a current x264 (or avs4x264mod.exe in case you want to run the 64-bit x264 via this pipe bridge) should be compiled with LAA flag, providing access to 4 GB at most. But I am not sure if AviSynth plugin DLLs compiled without this compiler mode may cause issues... It may be advisable to limit threads in SetMTMode and in functions which fork on their own (see parameter EDIThreads in QTGMC).
Your AVSMeter call (which ignores the video it receives) already surpassed this 2 GB limit (2053 MB) for the script alone; x264 will need even more RAM for its encoding algorithms, including a look-ahead buffer for frame type decisions. The slower the preset, the more frames it looks ahead and needs to store in memory.
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