It depends on your A/V Codec settings in DVDFab and whether you are doing the conversion from a disc or a file or folder on your hard drive. Generally, the GPU is more important if you don't have a high-end quad core CPU. The CPU is more important if you don't have a CUDA-capable video card.
What kind of CPU do you have now? I think if it is a Core 2 Duo or something similar I would go with the video card. Upgrading the CPU may require a motherboard changeout, meaning lots more $$.
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