OK, 1st up, yep, I did look around before posting this, but if anyone cares to point me to a thread here that covers this, then good. :) I've done a few encodes of mpeg source by decoding with mpeg2dec3.dll, trimming (to 540 x 576, its 4:3 pillarboxed into 16:9) etc in avisynth and then opening with vdubmod 1.5.4.1 and encoding to xvid 2 pass (ver Alpha.17.07.2003.1100). When vdub is in fast recompress mode (to take full advantage of yv12), the output picture is slanted over at around 45 degrees. If I encode using either full processing or normal recompress mode the pic comes out normally. Anyone else seeing this?