Lower power consumption, quieter drive (supposidly silent when playing DVDs and the likes...), smaller console. And yeah, as D says, for the same price it's nice for people buying a new 360 (if theirs died or they are getting their first one). I'm personally not going to be upgrading to it just yet as mine still works, Natal (yes, NATAL!) isn't out yet and therefore I don't know if it's worth getting (the new console has some kind of port on the back for Natal, maybe meaning that regular 360s will need an attachment via USB?).