To be hosest, I thought about getting the RAZR or the MAXX, or the MAXX HD/Fighter, but Samsung was first to the punch with the "wow" factor. The Razr and Maxx are great phones, but I didn't find them compelling enough to use my upgrade (I'm not one like some people on here that buy phones off contract all the time - I assume when I buy a phone it will be mine for 2 years, give or take). So for me really it's between the HD and the GS3. And it just so happens that the SG3 will be available first, and I'm tired if waiting. I've heard people say Samsung radios are terrible, but other people say they are fine, so I will just have to wait and see for myself. I like Moto's build quality, but never had a Samsung smartphone, and I'm willing to give them a chance. They must be selling gazillions of phones for a reason.