I use ATI's TV Wonder and Multimedia Center v7.1 (a big improvement!!). What I want to know is, should the picture quality be better if I captured a VCD at a higher bit rate say, 5.00 M/Bit Sec, and then using TMPGenc, re-encode to the standard VCD rate. The theory being, that the MPEG isn't being encoded in real time so the results should be better. (I just thought of this while on the can!!!)