I get MSDN so, I haven't looked at what the upgrade pricing is in the past. According to a quick search, the old price for VS2010 Pro was $799, and the upgrade price was $549. For VS2012 they dropped the price for Pro to $499, so the starting price for the new version is less than the upgrade price for the old version. That seems like a pretty good deal to me. Maybe the next release they will reset to an upgrade price scheme. Or not, these seem like pretty reasonable prices.