Ok I'm attempting to convert an old crappy MPEG-1 file into a better quality MPEG one using 3.0 XPress. Currently the file has annoying audio noise (hissing) and sound only comes out of one speaker. With 3.0 XPress I am able to remove the noise (with the filter) and output to both speakers using the AC-3 Plugin. Now here's the REALLY weird thing. I tested out a bunch of paramters to find the best one, and I did it by only encoding the first minute of the hour long show. Now that minute sounds PERFECT. No hissing, and the audio is crystal clear. Yet when I convert the ENTIRE clip the sound is AWFUL. It sounds like everything is under water! I've tried NUMEROUS settings, from DVD, XVCD, AC-3, PCM, etc. They all suck. Any ideas why when I encode 1 minute of the clip it's perfect, yet when I encode the whole thing it sounds awful? Thanks for any help you can give.