Hey, I've had a Nikon D40 for about two and half years. I have two lenses, the kit lens (18 - 55mm F3.5 AF-S) and a telephoto lens (55 - 200mm F4 AF-S). I really want to upgrade! Thankfully, I just did my taxes and I get some money back from income taxes. So I have two roads to go down: - Upgrade the D40 to a D90. - Keep the D40 and invest in some good lenses. I see upsides and downsides to both options. Ideally, I would get both (and I will upgrade both eventually) but I don't think I want to do that at the same time. D90 ($899): + Better Light Sensitivity. + 12 MP rather than 6 MP. + Better auto focus (the D40 is unbearably terrible!) - I still have bad kit lenses. New Lens ($500~): + Sharper Images + Possibly Better Low-light shots (with better Fstop) - I still have a D40 The lens I've been looking at most is the Nikkor 50mm F1.4G ($569) but I'm open to any suggestions under $700 (I'm open to any Lens by any manufacturer, not just Nikkor). Any tips would be useful. Thanks in advanced!