An H.264/AVC encoder LSI (named SARA/E) that supports High422 profile, as well as 422 profile of MPEG-2, has been developed for HDTV broadcasting infrastructures. It contains 257GOPS motion estimation and compensation (ME/MC) engines with search ranges of -271.75 to +199.75 (H) / -109.75 to +145.75 (V), which can utilize almost all H.264/AVC ME/MC tools, multiple reference frame, variable block size, 1/4-pel prediction, macroblock adaptive field/frame prediction, temporal/spatial direct mode, and weighted prediction. Our evaluations show that it can encode fast moving scenes with 1.2 to 1.7dB higher than the JM. It was successfully fabricated in a 90nm 9level metal CMOS technology. It integrates 140 million transistors.