Unfortunately, for the most part it isn't possible to get gapless playback from an mp3 file, even after converting it to a wave file. Because information is lost in lossy compression (mp3, ogg, wma, etc) the frames aren't perfectly maintained which causes problems with true gapless playback. This is a problem unique to most LOSSY compression schemes, and this information cannot be recovered. ATRAC files however have information in the header that identify the exact frames for the start and end of the file and was designed from the beginning with minidisc to be gapless. LAME has recently added this information to encoded files, but it requires LAME compatibility with playback that SonicStage doesn't have. Thus, Sonicstage won't use this information when converting to ATRAC format or to wave and thus the wave file is not the same as the original wave before mp3 endcoding. The HD3 (or other sony plyers I'm aware of like the HD3), also don't have this specific compatibility with LAME encoded files. For the most part Foobar is your best bet for playing back recent LAME encoded mp3's gaplessly on the PC (though that doesn't help you on the portable front or existing non-lame encoded mp3's). Hydrogen audio has several good discussions on the topic of gapless playback, although they only cover open formats, so ATRAC isn't really covered there. LOSSLESS files (FLAC, ape, WMA lossless, etc) are a different story. They are simply like a zip file for music and no music is actually lost. Therefore, it is possible to get gapless playback from these files so long as they were all ripped together. With these formats it is possible to convert to wav and then to ATRAC lossless and will retain their gapless playback. There really is no benefit to converting your mp3s to ATRAC other than the bit of batter life improvement on your player. In fact, the HD3 cannot play back the ATRAC lossless file, but rather uses the compressed version inside the full ATRAC lossless file. THerefore any files convereted from mp3 to ATRAC Lossless, will have been compressed in a lossy way 2X and will result in further quality degradation. Also, remember, converting your mp3's to ATRAC lossless won't improve the quality, but just make them bigger in size, so your best bet is leaving your mp3s as they are and importing them into sonic stage. That is what I have done with my mp3s. My problem had been related to CD's I ripped within sonicstage to ATRAC lossless, or with another program directly to wav files and then encoded with SonicStage. I hope this is helpful.