To be fair, I upgraded to the Razr from a Nokia 6101, so all my opinions are based on a comparison.  In 3 words, there is none.  This phone feels sturdier in my hand, is more user-friendly and has a louder earpiece than the Nokia.  It comes with about 30 preset ringtones instead of Nokia's 5 or so (each lamer than the last) so I won't waste hours online trying to download a better one.  The screen is larger and brighter, the battery cover is easier to remove, and the camera takes better pictures.  What really bowled me over though was the text messaging program.  Nokia has a "predictive" dictionary that nevertheless requires you to type out the whole word, and 5 times out of 10 "predicts" the wrong one.  Moto's dictionary predicts the word before you finish typing, giving the option to skip to the end, and even displays 5 or 6 other options at the bottom of the screen to choose from.  Brilliant.