Vista and SP3 will be out around the same time, but SP3 will be out after Vista definately. They have said Vista of course the priority for the moment, but did say they need SP3 to update XP to the level it needs to be according to Vista type things, like compatability with various technologies that Vista will use and XP needs to be able to, like the Communications Protocols, and of course Internet Explorer 7, along with Security enhancements.