I just made the same decision recently. I checked out a Conquest & a VXIII side-by-side, & the Conquest was clearly better. Plus, it was $399 vs. $469 for the Leupold.

If you want to pain yourself with the tortuous, gory, and boring details, read all about it here: http://www.huntingnet.com/forum/tm.aspx?m=1973496

Good Luck,

FC