OK, So I am editing a sequence with two camera sources. Long files. 25 minutes each. A round table discussion.

CAMERA 1 >
1280 x 720
AAC, H.264, MPEG-4 SDSM, MPEG-4 ODSM
AVC, 44100 hz stereo
FPS 59.94
Data Rate 15.16 mbit/s

CAMERA 2 >
H.264 1280 x 720 (1248 x 702)
Linear PCM, H.264
FPS 23.98
Data Rate 7.31 mbit/s

So, I converted CAMERA 1 files via MPEG Streamclip to ProRes 422 which took FOREVER -- two days but they play back beautifully both in QT and FCP7
CAMERA 2 files I also converted via MPEG Sreamclip to ProRes 422 and they STUTTER. It didn't take long to convert at all -- a few minutes. I then converted via Compressor and they also STUTTER.

How come CAMERA 2 ProRes stutters?
What should my sequence settings be?

I have a MAC PRO 3.2 GHz Quad-Core Intel Xeon
114 GB 1066 MHZ DDR3 ECC memory.

Thanks anyone for your help!!