Suppose I have a DV file captured from a marginal-quality VHS tape. I want to encode it to an AVC-compatible 480i60 MPEG-4 file that preserves as much of the DV file's quality as possible while reducing the file size as much as I can get away with. Mainly, by taking advantage of the fact that MPEG-4 can achieve higher compression than DV because DV has to be done in realtime at a constant bitrate, but the MPEG-4 encoder can make multiple passes, use variable bitrate, and take its time recursively looking for opportunities to aggressively reference data from frames that aren't immediately adjacent to the current one. Ultimately, I want to ensure that the file I end up with uses MPEG-4 that's compliant with AVC and can someday be authored directly to a HD-DVD without having to re-encode it again (& introduce more cumulative error). I've decided that I really don't care whether I can burn them to DVDs today, as long as I can feel confident that I'll be able to burn them to HD-DVDs in the future.

I'd like to use x264 since it's free and can be scripted. However, if it would make my life significantly easier (I'm ultimately going to be doing this for about 300 tapes), I could be persuaded to buy an upgrade copy of Ulead Video Studio (I have SE versions of 6, 7, 8, and 9 from all the past capture cards I've owned), use Premiere Elements (even though I've generally concluded that Premiere is grossly inferior to UVS in almost any case where you have less than $1,000 to spend on add-ons and plugins), or buy some other program (like TMPGenc) as long as I can keep the total expenditure under a hundred bucks or so.

Any suggestions for x264 options to generate such a file?