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After you buy the Xbox 360 Arcade, you will find yourself loading up on equipment rather then games. You mide as well be spending all of it at one time with a premium system. First you will probably get frustrated on the limited memory card space. You will have to get a hard drive for $79.99 or $149.99 120gb. But, their is a little discount thing going on for the 20 GB, I give you that, but idk how long they are going with it. Then you will find that you have no headset for online play, although some people you shouldn't hear lol, but you should still have then option. You will have to get a HD AV cable if you want to play on high definition. you can't download anything, and I love to download music and put it into my games. Then you will notice that you have to get a battery charger which you have to do anyway with all of them, but it's just adding up what you don't have with Arcade that you can get with Premium. If your money managing it's still better to just go with the Premium with one game to start with, or just wait to buy a game.