I have had the S3, and just picked up a Maxx HD today. I dropped the S3 getting it out of my pocet and shattered the screen. First phone I have ever had that the screen broke on. I absolutly love this Maxx HD. The screen is great, the overall feel of the phone is amazing. It feels really solid and sturdy, very much the opposite of the S3. The S3 just feels cheap, and obviously it is extremely fragile. Moto has done a fine job of not ruining the stock android feel like Samsung has done. On my S3, I had to download swift keyboard, and Apex launcher just to get it to where it was decent to use. Obviously, my vote goes towards the Razr HD/Maxx HD.