I would have thought its the adoption of Cocoa in major apps that will be the real reason to go X. Carbon Apps will work under 8.1 and above anyhow. My understanding is that carbon is a transition API and its with Cocoa that is X native only. I looked at X and played with it but for almost all of what I do its easier and faster in 9. Until big stuff becomes better in X, I don't see compelling reasons to use it. ( I'll probably need a hardware upgrade then too) Catch 22 or what?