Convert to use on Ipod - takes FOREVER!!!!!

I have a very fast computer with 2G of ram. However it is taking at least 2.5 hours to convert a 25min Twilight Zone episode for usage on my Ipod.
I was converting all night and I only converted 6 shows. this is too slow what you are trying to put a season of shows on your ipod....
Is it supposed to take that long or is there something I can do to speed things up a bit?

Knock down the bit rate. Unless you're going to watch these on TV, you don't need 1500. I've been using 600 and it's fine. Things that will eat up processor time: using the H264 encoder, worse if you use the new version that allows 640x480, 2-pass encoding, multiple audio tracks, bumped up audio sampling rate (I use 160). I ripped PotC:Deadman's Chest the other night, and it took about 24 hours because I elected to do 2-pass encoding. Looking at the end result, I probably should have used a slightly higher bit rate, as the dark scenes on shipboard showed a fair amount of artifacts. On the iPod, they don't matter, but on the TV or computer screen, they show up.
And, well, Handbrake is just dog-slow. I know most of the other conversion programs are as well (VLC is slow and the output *****). But it's the 640x480 size that's killing me. If I were willing to convert to 320x240, it'd probably take my conversion times down to less than a half of what I'm seeing now.

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