I can also recommend Xing's AudioCatalyst. I tried a few others first, then tried AudioCatalyst and registered in within hours. Using 128k variable bitrate encoding I can't tell the difference between CD and MP3, and at that setting I find that CDs take up on average slightly under 50Mb each.

On one of my machines, which I forget the exact spec. of at the moment but it was the bees knees about a year ago and miles out of date now, it says there are hundreds of "possible speed problem"s during the encoding of each track, but in practice I can't find any pops or drops when I listen afterwards.

One really nice feature of AudioCatalyst is that it uses CDDB to connect to a database somewhere "out there" on the 'Net to find out the name of the artist, album and tracks then encodes them into the ID3 tag so that the Empeg unit can display the details without you needing to type them in.

Cheers,

Mark.