Noisy Sound During Edit.

Hi.
My JVC HR-S9911U S-VHS VCR is connected to Plextor M-402U to PC USB 2 Port via the supplied USB Cable.
I can record perfectly well to disk using WinDVD Creator 2. Both Sound and Picture are good.
When I play back the file using WinDVD 5, both sound and video are fine.
When I play back the file using WinDVD Creator 2 from the Import file, both sound and video are fine.
When I play back the file using WinDVD Creator 2 TimeLine (Edit), the sound is very noisy, like crackling superimposed over the sound.
If I proceed to make a DVD from that, the sound is bad, just like in the TimeLine.
AMD 1.34 GHz, 1G RAM, ASUS A7V133, SoundBlaster Live Value Sound Card, Win2k all patches, USB 2 PCI board, ATI 9500 PRO Video Card. I just install a Sound Driver Patch from Creative Lab, to no avail.
CPU utilization during read only: 44%.
CPU utilization during EDIT: 74%.
Only 2 programs running: Zone Alarm with Internet Locked and WinDVD Creator 2.
I have no problem whatsoever recording or listening to CD and a tuner connected to Line-IN on the Audio Card.
I can view/listen to my created WinDVD file no problem. It?s when I try to Edit I have problem with.
Can someone give me a hint on what is going on?
Why the increase in Processor use just reading the file through the Edit Icon?
And where does the noise come from?
Thanks for any input.