you can give it directly to CCE if you have a VFW codec installed that plays mpeg-2, of which i dont think any exist. basically all MPEG-2 codecs are DirectShow based, and although CCE can read DirectShow AVI files (overcomes the 2gb limit), it can only use VFW codecs, which CAN be used in a DirectShow AVI. the short answer is you have to frame serve your m2v to CCE, or use tmpgenc, which i think can accept DirectShow Sources Enf..