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FFMPEG is very easy to compile under Win32, too. It is by far the fastest MPEG-2 encoder (AVI/DIVX4-->DVD/MPEG-2) I have ever seen. It was able to do NTSC in real time, >30 fps, on my 0.85 GHz, 'vanilla'. When I eventually get around to setting up CPU-specific optimizations for recompilation I expect it to go 40+ or more. Its only downside for me is that it won't do the frame multiplication needed to take an AVI of less than 1 (e.g., 0.25) fps and convert it to 23.976. For Win32 compilation, use MSYS and MINGW, ./configure, make, from http://mingw.org.
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