Just cracked open my copy of Midnight Club II, I've never played any versions of this and have high hopes. I haven't tried Live with it yet. Two observations though - Sub Par Graphics and No Custom Soundtrack -- Doh! The huge environments are kewl and the control is tweaked nicely, but way over-rated IMO. After playing other great racers on the Box this one just doesn't impress me. It's not a bad game, it's just a reminder of why I traded in my PS2 for an Xbox -- I had to double check my controller to make sure I wasn't playing the PS2. Maybe the online xp will make it worth it, but so far it's not much more than a $19.99 title to me. When is Project Gotham 2 comin'?...LOL