choke requests to Apache

I'm running Apache on Ubuntu 11.04 only for a small number of dynamic IP's ( so I haven't got a IP-white list), to make requests for mp3 files only, but....my server keeps falling over by being swamped by Apache processes.

I've battened down MaxClients, I'm guessing I'm being hit by some sort of malicious brute force attack...I am running asterisk so that is drawing a lot of international hits on that, but I've started running failtoban on that which gets plenty of action, I'm thinking they may be trying http ... any suggestions?
Silas2Asked:
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gheistCommented:
First get to supported release of ubuntu - 12.04 or 14.04
they will have mod_ratelimit mod_qos mod_security available by default.
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