I had a 2004 sold it, and bought a 2010. I agree with much all the Gen 2 owners say about them, but no one has mentioned the superior braking the Gen2 has to the Gen1. It gives me great confidence when I'm street fighting because I know I can stop quickly if necessary. Turning is amazing, in a left turn, I sometimes lean it far enough to catch the kickstand and it's just solid. The gas mileage of the Gen2 sucks, especially after the Nash Flash, but what I gained in performance from the reflash is worth 20mpg. The Gen2 has superior torque over the Gen1, as long as the rpm's are 3700 or higher, there is no need to downshift to gain speed when passing on the highway. Acceleration curves for the two bikes are noticeably different. The Gen 2 acceleration curve is more linear of the two, even after 6000 rpm when the velecity stacks split. Any Gen 1 owner knows that at 6000 rpm, after V-boost servo does it's thing, the acceleration feels more like the lighting of an afterburner and is far from lineal, which I actually fine more fun. The last thing, and I've said this before, is the difference between the exhaust note. For whatever reason, I've heard lots of both bikes running with different exhausts, and it seems like the Gen 1's have the deepest sound despite having smaller engines. My biggest miss from the Gen1 to the Gen 2 is that really cool uneven loping sound the Gen 1 makes at idle. I used to love the looks i would get from muscle guys at stop lights when we were waiting for the light to turn red. Lastly, if any of you Gen 1 guys are thinking of changing, try to find a good deal on used Gen2. Mine has 26000 miles on it and engine is just as quiet as if it's newer, they seem to hold up pretty well.