Hmm... guess i'd be the second vote for MusicMatch Jukebox. Love that program for both listening to audio, as well as ripping CD's. Supports a bunch of formats, including MP3Pro. gotta love MP3Pro. great audio quality at half the size of a regular MP3 file when both are at the same bitrate. Nother good thing about MP3Pro files, they are supported by any music player that supports MP3's