I really wanted UT3. I was supposed to receive it as an early gift, but I was told they were sold out, so I ended up receiving Orange Box instead. I was going to crack it open but hesitated since I knew I could pick up the superior 360 version. I ended up exchanging Orange Box for CoD4. They hype for this game was worth it, I don't regret missing out on UT3. I can't see either game as a bad choice, but if you value an amazing, albeit short, cinematic and polished single player, as well as a deep multiplayer mode then you will be served well by CoD4.