i don't think Lion is worth money to update, and is pretty much crap. However, even more crap is the poor journalism on the pricing scheme. Claiming the USB version has a "premium" price point. In order to purchase Lion, you need Snow Leopard. It is a requirement to "upgrade". The USB version is essentially different to what you download off the App-store. Bad journalism is bad, just like Apples evil-genius marketing techniques!