The full retail box is $80 and the upgrade is $50. Both contain the same CDs and DVD disk. The only difference is that the full retail box contains all the manuals and the upgrade box comes with and an update manual and other booklets. There lies the difference in price, not in the value of the raw materials, but in the effort put in writing those documents. The same goes for the distribution itself, you got to be kidding when you equate all the effort put in packaging it all together to the cost of the physical media. If monetary concerns prevent you from having the latest suse distribution, you don't have to upgrade. Downloading all the latest packages from suse for your current installation puts you on a par with the latest distribution, for free. They work hard in improving the installation process, supporting new hardware, and the overall system integration. They got to get the money to support all that effort. They will fire 120 people, the economy is going down worldwide. Expecting them to give away or under sell their work will ultimately result in their failure as a business. Other distros can do whatever they want. So, $50 is not a lot to ask, especially since it is your decision to get it or not and not something that gets shoved down your throat by a company in the west coast. Rafael