This paper presents DSM64: a lazy release consistent software distributed shared memory (SDSM) system built entirely in user-space. The DSM64 system is capable of executing threaded applications implemented with pthreads on a cluster of networked machines without any modifications to the target application. The DSM64 system features a centralized memory manager [1] built atop Hoard [2, 3]: a fast, scalable, and memory-efficient allocator for shared-memory multiprocessors. In my presentation, I present a SDSM system written in C++ for Linux operating systems. I discuss a straight-forward approach to implement SDSM systems in a Linux environment using system-provided tools and concepts avail- able entirely in user-space. I show that the SDSM system presented in this paper is capable of resolving page faults over a local area network in as little as 2 milliseconds. In my analysis, I present the following. I compare the performance characteristics of a matrix multiplication benchmark using various memory coherency models. I demonstrate that matrix multiplication benchmark using a LRC model performs orders of magnitude quicker than the same application using a stricter coherency model. I show the effect of coherency model on memory access patterns and memory contention. I compare the effects of different locking strategies on execution speed and memory access patterns. Lastly, I provide a comparison of the DSM64 system to a non-networked version using a system-provided allocator.