The floor is the worst part.

i agree flotsam is the worst especially the floor

I only started to get texture pop-ins when I reduced the texture memory size in the config tool to something below Ultra (game was crashing when I set it to Ultra). Still, at medium it's not all that bad, but yeah, I seem to notice it more in Flotsam than anywhere else.

Ok. Now I get it. You mean that some textures need time to load.
Well, it is completely related to the texture size vs. texture memory size fight. A lot of textures compete for the limited memory.
If you set the texture memory too high the game crashes, because the rendered picture itself can't fit in. If you set it too low, expect a lot of loading.

Hmm... so any settings other than "ultra" texture memory size will have pop-in?

that's not called texture pop in, that's called pop in. it's due to level of detail.

there is not fix. all games have this to save performance.

lastly, stop whining, it's not big deal.

No one is whining you whiny whiner.

You mat be on to something. I have texture memory set to 750 and little to no noticeable pop in.