i know what you mean, has to be freeware!!! Im broke most of the time as well. What I found about converting avi's to mpeg4's is the audio gets off a bit. Going the other way around seems to work great, but going to mpeg4's from avi, for some reason, on some programs, goes crazy. However, there are a few that work great!! VisualHub is absolutely perfect!!! I use it all the time and have never had a problem with it. Not only is it extremely fast, its interface is so easy to use, just drop in your video or show, and press the format you want and click go!! .....but it's not free. I think it was like $20 or something. I'll keep looking for you to find one that I know would be great for you, and make sure it works so you don't waste your time on it. But, if you happen to have some Christmas money, and know you're going to be converting a ton of video in the future, go with VisualHub!!!