I was under the impression that the encoding itself happened on only one processor, but the additional filters (resize, noise reduction, etc.) were run on the other processor. If overall CPU utilization is low, I think it's because the encoding takes much more time than the filtering. Try lowering the resolution of your output video, so the encoder is doing less work, but the resizer has to do almost the same amount of work. This will probably boost overall CPU utilization. Or, you could add a noise filter, and see if that increases utilization. If so, you should see the same number of frames encoded per second, because the encoder is still the bottleneck, but because of your second processor, you get noise reduction "for free". On my dual MP1600+, with 5.05 slowest or 5.1 standard, a 640-pixel encode will use 70-80% CPU, while a 480-pixel encode will be 95-100%. With 5.1 slow or slowest, a 640-pixel encode will only use 50-60% CPU. Divx 5.1 doesn't take as much advantage of dual-processor systems because it's slower, am I correct? Or is the encoder itself multiprocessor-capable? Edit: clarified which Divx versions were used to get the CPU utilization %'s.