After considerable web research I decided to buy the Nikon D300. Wanting to actually get a feel of a D300, especially with the 12-24 lens, I trekked to el-big city and the Nikon pro store. D300 - Immediately took a dislike to the large grip and balance was just not right. But figured I would get used to it with use. The salesman says 'try this' and hands me another camera...from the get-go it felt 'great' in both grip and balance. I knew instinctively it must be a D3. I know the D3 is a pound heavier but it didn't seem so. Feature-wise, I would give up internal flash and gain imaging in FX and 5:4 modes. Two memory slots is nice as is voice memo-ing but by and large, they operate dang close identically with similiar sensor quality. Ignoring cost for a second, ( I'm 71 and COULD die or lose my vision tomorrow ), I don't need the D3. But if I don't get it, I'll always regret acting sensibly. Unless I live too long and the money runs out. I owe no one, only pay cash, and don't make impulse purchases and need to replace my 25 yo car. The D3 is 3X (three times) the cost of the D300 and it's calling to me. Twice the cost I wouldn't hesitate (too much) but at $5k perhaps I need a lecture from my mother (or you). I don't need the D3. Arrrgh, I want it...help please. ( and don't tell my wife...not just yet anyway.) Does Dr Laura take calls from guys?