Hello, I have the same problem. I don't know if it's a good idea to migrate now to VS 2008. Many of our customers already use "old" OS like Windows 2000 and I think .Net 3.5 is only compatible with "new" OS (Windows Server 2003; Windows Server 2008; Windows Vista; Windows XP from download page of the redistributable package). I can't evaluate exactly when our customers will migrate to new OS and which one. If I migrate now to VS2008 and continue targeting .Net 2.0 applications, then in 2-3 years our customers migrate to Vista SP X or to new OS version, I think a new VS release will happen at the same time and perhaps a new version of the framework that you can't use in VS 2008. No ? Actually, I think the only interest to update is for web applications development (because there is many improvements like improved JS intellisense, debugging, silverlight). If you are sure you can host on a compatible web server. For win application, I didn't see anything different in the IDE. The improvements come from new syntax features supported by the new version of the IDE, WPF, WCF and WF... If you don't/can't use it, what is the interest ? (I've tried the test framework, this feature is new and this can make you/your developpers more productive) What are the other features/improvements (not linked to the framework version) in this IDE version ? It's not easy to find them in the microsoft web site... Best regards, Julien