Squid + High System utilization

Feel free to move this post around - not sure this is the best spot for it.

Got a FreeBSD 7.3-RELEASE-p4 VM on ESXi 4.0 that is primarily a squid proxy. I've noticed in the past couple weeks, high utilization numbers in top. There seems to be some correlation with squid activity, but if squid WCPU is 2%, I'll see CPU at 15% and SYS at 60%

Squid is using an AUFS cache, recently rebuilt to see if that was the issue. Also running squidGuard and BIND. Most of the logs are clean - in cache.log I see some:

Code:
httpAccept: FD 25: accept failure: (53)
squidaio_queue_request: WARNING - Queue congestion

All my utilization numbers in top are consistently 5.00+
 
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