I upgraded to the RAZR MAXX HD from the original Droid Incredible just before Thanksgiving. Was waiting for the next great HTC phone but the DNA with 16g non-expandable storage (11g usable) and the small size battery was a big disappointment. I never gave a second thought to Motorola phones before, frankly because all the early ones were ugly.
But I couldn't be happier with the RM HD. Nice looking phone, battery life is incredible, beautiful screen, great signal strength on both voice and data, sound quality (streaming bluetooth) is excellent. Great build quality. The UI is pretty much stock android and very nice. I though I would miss Sense but not at all. And to me it's the perfect size, although a tad on the heavy side. New phones like the Note 2 and DNA are just too big in my opinion. 2g of ram would have been nice but other than that I can't think of anything this phone is lacking. Many reviews say the camera is inferior but it's fine for my needs. Coming from the Incredible, this camera was an improvement.
I played around with the S3 but it just seemed like the build quality of the MAXX was far better and from what I've read it has signal strength issues with the radios. IMO the Maxx HD is the best android phone on the market right now.