Toast is limited to 4 cores. Popcorn is limited to 2 cores. Handbrake uses between 6 and 7 cores @ framrates up to 260fps. But the Popcorn 3 encode looks better. I'm using the AppleTV mode which lets me convert a native EyeTV HD recording CUSTOM to Advanced BASE (not Main) 2 Pass 1000kbps video + 128 audio from 48K samples, 640x360 which is exactly 1/3 HD res and still loads in iPods. When I encode the same show with Toast set on maximum quality + Handbrake H264 iPod 2 pass 624x352 (max allowed in Handbrake that still loads in iPods), I see banding that I don't see in the Popcorn encode. Plus Popcorn adds chapters automatically every 3 minutes. And Popcorn doesn't cut off the last 7 seconds like Handbrake does. Downside is the Popcorn encode is limited to 2 cores so it's not as fast as Toast + Handbrake. But since it's done in one 5 pass action directly from the EyeTV original and is limited to 2 cores, 4 can be run simultaneously. I need to time that compared to doing 4 the Toast+Handbrake way next. I don't have much experience using Compressor. I'll try that after I finish these tests first. I hope someone else will post their results too.