I was in the pretty much same situation a few years ago - went from a Denon to a Rega P3-24 with a Rega Exact, and loved it. I eventually wanted to go up to the next step, and was patient, and bought a highly upgraded RP3 (full Cardas rewire, TTPSU, all the top of the line Groovetracer stuff, etc.) here on Audiogon for a great price. I put a new Exact on it, and I am pretty much set - sounds fantastic, and unless I am willing to upgrade all my other gear, all I think I need. Good luck with whatever you decide.