I have three ideas that might help you (but not sure) : - you said your source if a "foreign" VCD. So don't you have NTSC/PAL conversion problem ? The chopy playback might appear only because of the different framerate. - it is popular that CCE isn't that great for audio conversion, it causes many problems. Why don't you try encoding video with CCE and audio with TMPGEnc or TooLame ? Then multiplex in bbmpeg - you could also try to multiplex with the MPEG Tools from TMPGEnc instead of bbmpeg. Hope this helps Djidjo