This Composite to HDMI converter takes either composite (yellow RCA) video or S-video as input and converts it to HDMI. It will combine the audio input (2 x red / white RCA) into the HDMI stream to have audio & video via HDMI. It allows older analog devices to be integrated into today's home theatre systems.Upscalers only change the resolution of the input signal to a higher resolution, digital format and will have no difference in video on the output. This device also functions as an upconverter (different from upscaler only) and will apply post-processing image algorithms to make the image look smoother and less pixelated by using pixel interpolation, pixel blending, bicubic filtering, de-interlacing & color enhancements. This converter has a built-in processor to do image enhancements. Please note that no product on the market can upscale low quality composite (RCA) video to be the same quality as HD 720p video or 1080p video, but some video improvements can be noticed when using this converter. This converter is primarily used to connect traditional composite / yellow RCA devices to an LCD (such as a PC LCD) which does not have composite / RCA inputs and only HDMI outputs.