Adam, I completely empathize with your dilemma as I was there, as well as probaly most people at one time. When I was looking into 3D packages I was considering tSp, Carrara, LW and C4D, and the bottom line is really....what do you want to do with the software. Whatever your choice, remember, it's a commitment! I had tSp for a while, and although it is a very good program, it wasn't for me. C2, also a good program, and has many things built in that others need plug-ins for. Not to mention, the price is not bad and you get Amapi. I tried the C4D demo and it is a really good one to. It has ther ability to do alot and if you want it to do more, you have some other programs for Maxon, like Dynamics, BodyPaint, etc... to really make awesome. So what did I choose, well I have C2, and like it, but LW is the one I'm concentrating on. Sure it can be very frustrating at times, but so can they all. Once you get into working through tutorials, etc... it makes alot of sense. And, I like the fact that the icons are in words and not pictures. I also like the fact that it can do most everything and anything you want. One of the deciding factors for me was the sheer mass of tapes, books, tutorials available to learn from. If you are that familar wioth Carrara and don't want to, or have enough time to learn another, than stick with C2. Antione Clappier (hope I spelled his name right) seems to really care and want to constantly improve his product so I look for some great things in the future. But....bottom line is...what are you going to do with it. I anticipate I will always use C2 for things but I really am looking forward to the LW journey. Just my opinion and thoughts, Chris