So after much debate and drooling over the B&H catalog I came to the conclusion that instead of pulling the trigger on a Tokina 12-24 I was going to sequester funds away, despite the fact it will take many months to do so, and go for something a bit better for my use. I determined that I really didn't need the UWA that the 12-24 offers so I turned my sights to something in the "pro glass" catagory to handle WA to "standard" range...hence the 17-55 or 17-35. So which to choose? The 17-55G is appealing (if only I could find one without the "G"...do they make it?) as the zoom range is a smidge longer and it would put me in a good position that if I wanted to only haul two lenses I could take the 17-55 and 80-200 and have fine glass all around....leaving the 28-105 and 50 prime at home. The 17-35 seems to also have a moderately decent range, is not a "G" lens, but would leave me with a sizable gap in ranges should I decide to only pack a two lens kit. Aside from all that, are there any other major drawbacks? I know both lenses are very sharp, fast (2.8), and can produce stunning images, but what are the complaints/drawbacks about these lenses that the marketers don't tell you???