mtouset, dazone was referring to the demultiplexing of the audio stream that will take 20 - 30 minutes. Re-encoding 1080p video with any H264 encoder is going to take a long time. H264 is one of the most complex encoders available today which is why it is so efficient. That being said, decoding and encoding with this codec is going to be quite heavy on any CPU. With the method I use (MeGUI & x264), I set-up the encoder to have very high quality settings (I use high motion search parameters, slowest subpixel refinement decisions, Max reference & B-frames, slowest B-frame decisions etc. etc.) and it still takes my overclocked Quad Core (Q6600 @ 3.2GHz) about 12 - 16 hours for a movie. I could lower the settings to complete the movie in about 6 hours or less but I want the very best quality. Note: Remember most of the other Blu-ray encoding applications (BD Rebuilder, RipBot264 etc.) use x264 in the background. With the method I use (MeGUI as my frontend), full control of the x264 encoder is available. This may seem daunting at first but upon learning the intricisies of this encoder, the results are well worth it. The quality and speed is far better than any other method I have tried. If you want to get started with this method, I have pre-set profiles available on this thread. There are 4 quality levels available for both BD-5/BD-9 (AVCHD) and Blu-ray.