Sometimes! Especially when I crop my images. 6MP is fine for most of my stuff however I'm sure 12MP could give me a little more versatility! I'm also concerned about ISO quality. Take a look at my zoo pics, I was using ISO 800. I don't know about the D90 but on my D40 if I used 1600 I've had lost to much quality. And there's the build in VR motor in the camera body. Since I doesn't have any in my D40 I have to buy all my Zoom lens with build-in VR in it which cost more... Anyway, I'm sure I could find many more great things about the D90. I really need to convince my girlfriend... that's the big deal right now! [surrender]