I am encoding movies off of Laser Discs @ DVD Quality
and then using TMPGe to downsize them to VCD format
for friends and family who had Laser Disc players.
Problem I'm facing is that everything comes out fine
untill after I encode. Picture is good and all but there is a faint
anoying clicking noise I cannot seem to remove no matter what
filter I use... Could some one help me out with this?!?!

using

Latest TMPGe

MMXP2-266MHz
384Megs PC-100Ram
ATI All in Wonder RAge 128 -32megs VRAM

Could someone help me out here!?
Thanks