Thanks!
Tried Winrip, it goofed things up, slowed the machine down, and left all kinds of registry gunk behind when it was uninstalled.
It handled decoding mp3's in a craptacular fashion.
(Made them sound tinny, even the 320 bitrate ones.)
CDex doesn't record, neither is it the prettiest, but for ripping and converting it does very well.
A man who messes with audio more than casually should have Goldwave in his toolbox as well, by the way. It's a sound editor, trialware with the typical nag screens, but fully functional. My experience is with version 4.26, which is still available on the site.