I got a 2nd Generation 4Gb iPod Nano at the end of 2006 (I think, got one just after they were released) and really love it. Never been much of a Zen fan but a few friends have them and speak highley of them. As for earphones, in my opinion, Sennheiser make the best. They are pretty expensive for a decent pair but i got a cheap pair of Sennheiser in-ear headphones for under £10 a while back and the quality was remarkably good, considering the price. SkullCandy make more affordable earphones and their noise-cancelling range (can't remember the exact name but there are a few variations, cheaper and more expensive) are really good. I'd probably fork out the extra cash and get me a decent pair of Sennheiser earphones if i was you, thats just me though. :)