Well, I tried "The Perfect Storm" again with the same settings "just mux-ing" the audio and this time it made a 701Mb avi (both passes completed) that played, but at very low quality (probably because its just a hard movie to compress), and with no sound. I don't know if the sound is in there but something went wrong with interleaving or something. The MP3 file plays fine on its own, although its about 4 minutes shorter than the movie in length. I'm going to give it another try just to see if it works this time anyway. If anyone thinks they know the answer to this one your help would be, err helpfull. ;) If anyone thinks I should post the log for them, just ask; I left it out becuase it takes up so much room. Cheers. Hatty.