Wow. I'm really glad I discovered this topic. I've been recording with a Sony MZ-R37. I got it, and the Sound Professionals in-ear binaural stereo mics, and a battery module with bass roll-off, just so I could bootleg live sets by one of my favourite local bands. So far, every recording I've made has been distorted. First, I thought it was because I had the auto-gain setting on, so I tried recording with very, very low gain. Still had distortion. My chain was this: mics (with windscreens) -> battery module with relatively high bass roll-off -> mic inputs I'm guessing this is because the really loud environment (4x12 guitar cabinets, 8x10 bass cabinets, large PA system, small club) is overloading the mic preamp. The signal from the mics is too loud? This attenuator seems to be the solution. Or just plugging into the line input rather than mic inputs. Hmm. Am I right? I can't afford to waste more money, I'm a broke student!