I agree with Itsalldark that Barnes & Noble has the correct model for the brick & mortar music store in times of declining CD sales. They carry less inventory than the CD retail palaces of yore, but their corporate buyers have carefully targeted the 35-60 year old demographic that sustains hard-copy CD purchases. (Their jazz & classical sections are far better than my local indie record store.) The 10% membership discount, taken together with frequently emailed 15% off coupons, makes fair value for repeat buyers. Unfortunately of late the DVD department has displaced part of the CD department, so I don't know how long this will last. But in any case I'll probably die out along with other the audio dinosaurs who are not embarassed to admit they've never downloaded a single song...