Or Craigslist? Just sell your iPhone 3G on ebay or Craigslist for $400-$500 or so. You can use that towards buying the 3GS. The 3G is actually worth a ton of money to people overseas. So why would anyone complain? If AT&T had a brain, they would offer to let you upgrade for the same price by simply mailing them back your old iPhone 3G to them or giving it back to them in store. The 3G is worth more than the $300 it costs them to upgrade you for the lower price.