ahhhhhhhhhhhhhhh!!!!!!!!!! i had a really hard time choosing between the two. Flap: Pros - it's classic; it's a new color (officially called bleu fonce), like a washed jeans color; it's caviar (durable) Cons - can it fit a wallet, cell phone and a small makeup bag? i have to try it out, unless you all can tell me how much a classic can fit... also, will the color go with everything?? Kelly: Pros - it opens wide; lambskin so elegant; lightweight, can fit a wallet, cell, small makeup bag, plus other odds and ends Cons - another black bag... but i don't have a lambskin one yet, all caviar; handheld all the time; does black go with brown outfits? help!! i bought the classic but i almost turned my car around to exchange it for the kelly. i just don't know!!