If you absolutely don't want to spend $400 or more, the only answer is the RC-2. The only thing is that once you get into this you will begin to think of the features you would like to have. The RC preamps and a/d converters sound like shit. This rings true from the rc-2 to the rc-50. The rc-50 blows. If you're going to drop that kind of cash there are a lot better options out there. I assume that you want to use this for live performace mainly. The ability to catalogue your loops is nice, but you'll probably never use them when you're performing because its kinda "backing track" like. I still feel like the Gibson echoplex is the ultimate performance looper. The loop IV software is extraordinarily deep. You can probably pick up a used one for around $600.00 The other recommendation I have is the Electro Harmonix 2880. It has 4 tracks that you can layer on each of them. You can mixdown those 4 tracks to a stereo mix and then add another 4 tracks. Its kindof like an on the fly 4 track. The a/d converter sounds very pleasant and the routing options are pretty crazy because you've got left and right outputs. I really feel like this one can push your creativity unlike other loopers because of the multiple tracks. You can move "sideways" more easily by dropping the fadrers on certain parts of your loop and then building something new from another track. The go for about $600 with the footcontroller. I'm sure there may be some used ones out there already for much less.