OK, clearly, if done properly DD5.1 is better than using DPLII on a 3.0 or 2.0 soundtrack but I was shocked by a recent comparison: I've just finished watching Alias Season 1 (R2) (excellent btw) and it has a 5.1 soundtrack but I was frequently getting up to put my ear to my surround speakers to see if there were actually working! About once in each episode there was maybe one gunshot or something that actually used the rears Conversely, after finishing Alias I started watching Dark Angel Season 1 (R2) (I have a thing about gorgeous female heroines...) which has a 3.0 ProLogic soundtrack and my Marantz SR4200 automatically decodes that using DPLII. Wow! The soundtrack was so much better! I realised I did actually have a pair of speakers behind me! The whole scale, ambience and general surround effects were just way better. So, to cut a long story short, DPLII on a 3.0 soundtrack can sound a lot better than a cr@ply done DD5.1 soundtrack. Michael.