What dearing just posted was pretty much my thoughts before posting... There is a **long** way from $299 to $1199. What do you get? 10 times the storage, playlists and a better UI(we are talking *pure* music machine here). If you haven't experienced the difference, you don't really appeciate it... it's not so bad shuffling through 150 tracks... 1500 though... Anyway, I'm very aware of the empeg being not just a giant CD-changer but if my mom should choose, she'd choose the Aiwa in a blink... (Think about it, for a quarter the price you get just about the same, it can hold her entire collection on ~two CD's, so she won't have to change very often(wouldn't matter anyway: she got her electric windows changed for the manual type cuz she wanted to be able to open them w/the ignition off...)) What a deal!