Dave,

It took me about 18 months of listening and lurking on their forum to decide (and collect the $$ as they AIN'T cheap) before I pulled the trigger on the AxeFx.

Quite honestly, I should have taken out a 2nd mortgage on day ONE to buy it!

The hype is all TRUE !!   It's the most awesome modeller out there.

The reason it took me so long to decide was -

A.  I could still gig with the Flex

B. I could not find anything negative about the Axe. Not on the Fractal forum, not on the Gear Page, not anywhere. This gave me cause for concern as there ALWAYS something about ANY product that has it's idiosyncracies.

I bought the Ultra back in June and have not played anything else since. Use it direct to FOH and send 2nd outputs into EFFECTS RETURN of the F3XL for stage monitoring. I hold down the "A" button when powering up the F3 (puts it in power amp only mode, so only Master vol knob works), put a dummy 1/4 jack into the imput and off I go.

If you can find anyone local to you that has one - there's a google maps thing out there that has lots of owners listed - go try it.

http://maps.google.com/maps/ms?ie=UTF8&hl=en&msa=0&msid=112120661408494592781.000466cbb390230a856ce&ll=22.917923,11.25&spn=137.254669,306.5625&z=2

Most people who have one will be happy to let you come over and play with it. The amp models are awesome, so is playability. That is the one thing I REALLY love about the Axe - I can turn down the GTR volume on a patch and get nice clean sound, then turn UP gtr volume to get some crunch. It reacts to pick dynamics, and the built-in effects are SPECTACULAR.  An amp model, a cab and simple reverb (no delay, chorus, PEQ or anything can sound incredibly good.

I plugged in my VG99 last night (first time in months) and played it awhile. I still really like the COSM guitar models (strat,paul, acoustic, bass, etc), but the whole thing sounded so DIGITAL when A/B'd alongside the Axe.

I could go on and on, but I suggested you check out their web site and forums for yourself.

Of course, YMMV