Chilly, I also upgrade on the 17th and after much research I have decided to go with the Razr Maxx HD. My Best Buy will price match with Radio Shack so I am getting the phone for $199.99. My wife decided to get the original Razr Maxx because, with the price match from Radio Shack, she is getting it for $69.99. My daughter likes the specs of the Maxx but wants a smaller phone so she decided to get the Razr M. Again with price match, this time from Staples, she'll get her phone for $79.99. So we have three Thunderbolt users getting slightly different phones each at pretty awesome prices.