Ok the key to proper encoding with xvid for size and quality is to NEVER do CBR 1 pass encoding, you may get good results, but most of the time you'll be bound to get noise in certain areas. When you're doing a file, choose 2 pass 1st pass in xvid options, let it encode, it'll take some time. After thats done, don't look at the encoded file or close whatever program you're using, keep it there on that file, go back to options, choose 2 pass 2nd pass int. and enter desired size of VIDEO, not VIDEO + AUDIO that you want. This is in kilobytes, so for a 700mb file with say a 117mb MP3 audio file you want about 580MB for video which is about 593920kb and go from there, you can use the same filename as the first pass file as its not needed anymore, but remember, never close the file down, do the second pass on the same file. This will always provide the best and cleanest encoding for xvid.