i'd suggest the hughes and kettner access. great sounds all around. high gain is fantastic as is the medium gain-overdrive, the clean is very good. i personally think it offers a few more features than the triaxis with a preamp loop (in case you wanted to add a different preamp down the road--although as versatile as the access is i'm not sure why you'd need to) and three switchable/assignable fx loops, direct outs, headphone outs (on the front of the unit for late night wailing) two switchers to control external gear (ie-amp channel switching or voicing switching on something like the 2:90) full midi features. the version 2 software adds a variety of midi cc options so you can manipulate almost any parameter in realtime. version 2 (which is the one that i have btw) also features an amazing soft switching ability that is probably the smoothest switching i've ever experienced-instant with no popping or dropouts. its a real sleeper of a preamp that can be found used for about half the price of a used triaxis. $300 might be stretching it...but if you can get another $150 or so you could almost surely score one. i got mine for $425 shipped, which was a fantastic deal!