The clone and repair adjustment layers work great and a long needed improvement--thanks C One. 90% of the reasons I even use photo-shop at all is for content aware editing. While this isn't content aware it allows pretty much the same results in raw format rather than editing a Tif. When I upgraded I wasn't aware that this was a feature--I just read Nels Knudsen's blog this morning explaining it. By itself, this would make the upgrade worth it to me.