Well first Todd71 you are talking about some pretty big price differences (tSp vs 3DSMax). It all depends on your needs. Are you a Pro or hope to be one? What do you want to do in graphics (3D)? I have tSp 6.6, LW 8, C4D 8.5, CS 3, and a few others. I'll sell you my tSP 6.6 & my ProTeam membership if you want. I personally prefer LW. Don't get me wrong I like C4D alot, but when you compare features and cost...LW is hard to beat. Even with the new cloth system, interface, and new render features of C4D...it's about $1900.00 US. Heck, right now LW 8 with tons of learning materials is only $1600, and it's got dynamics too. With C4D you have to pay about $2300 to get dynamics. Ok I know C3 is actually probably harder to beat in the features-to-cost ratio but there are some things like full dynamics, particles, hypervoxels, dopesheet, full featured graph editor etc... that C3 doesn't have (and it doesn't seem like C4 does either). Again, just my opinion. With tSp you need to really try the demo for a while because you need to make sure you can deal with the interface. Some love it, some don't. I actually don't mind it for short term projects, but anything longer and I get annoyed. Ok, so this is a CS forum. I think as a new user C4 is a great deal. As an upgrade...I'll have to see what details come out...to vague yet. I also agree it stinks if you have the CAD and TransPoser plug-ins, or Amapi Pro...you should get alittle more of a break.