It all depends what you are going to use the xbox for and difference in pricing. Do you really need the mass amount of memory? Are you planning to buy a bunch of things off the market place or store a lot of games onto the hard drive? Also, what games will you play more? Personally I would get the xbox slim with gears. The slim is quieter and already comes with a wifi adapter integrated into the system. So if you are using a wireless connection, you won't have to buy an adapter if you buy the the elite.