I was holding out for either the Razr or the GNex originally (D1 owner here). Then I thought, the process will be too long because I like to wait until a phone has been out for at least 3 months before buying it. On top of that, I pretty much scoffed at the idea of paying $300 for a phone, and 199 is my maximum. So, that means I need to wait even longer for a price drop.So last month, when I saw the TB was only $149.99 with an extended battery thrown in free, I had to jump on it. I had already been looking at the TB as a possible upgrade, even though the nerd in me really wanted to wait for "the next big thing", and I had also been playing with one that a friend of mine from work has. He, like many others, made the switch this past summer when VZW announced they were getting rid of unlimited data after *forgot the date*. Of course, after they had already burned up their upgrade and past the return window, the confusion was cleared and we found out that current unlimited users would get to keep unlimited data, even if they upgraded to a 4G phone. Anyway, I see no reason to upgrade, especially with having to pay the outlandish off-contract prices. I'm happy with my TB, and thanks to the dev community, I know I will get 4.0 on the bugger one way or another. Also, since I have a Xoom, it really diminishes the power and capabilities I need my phone to have nowadays.