The Bellari VP-129 might be worth checking out. On the used market they are around $150.
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11-16-09: RootmannD'oh! I keep forgetting to do that!
Then he already has the best phono preamp under $300 unless he lucks into a good used unit. The MF V-LPS may be a little better. I don't think you get consistently, noticeably better until you reach the $600 Musical Surroundings Phonomena II. Except for a very narrow set of circumstanaces, a Bellari is not going to overall best the 640P. And the Slee Gram Amp 2 SE @ $410 is more money but a lateral move in performance and loss of MC capability.
The original Musical Surroundings Phonomena sells used for $250-$325. Nothing can touch it among these budget units. I tried a CA 640P and it was a decent little unit, but.... The Phonomena sounds worlds better (clean, quiet, fast as can be) and provides near limitless adjustments of gain and resistance for virtually every cartridge out there. If I were you, I'd stick with the 640P and keep careful watch for a Phonomena. As Johnnyb53 says, that's your best step up, and the price is within your range.