How would you upgrade?

[RC]

...
1. Get a 5d Mk III with the kit 24-105L and keep my 40d as well.

2. Get a 5d Mk II with the kit 24-105 and a 7d body, sell my 40d.
...
I forgot to mention that I would be selling the 28-135 in both of these scenarios.

If I were in your shoes I think option 2 is better based on your shooting preferences.  It doesn't sound like you would benefit that much from a 5D3 over the 5D2.  A 5D2 to cover landscapes and a 7D for wildlife and birds seems like an excellent combo.  I would put the money from the 28-135 towards a fast prime, 35 or 50 or maybe an ultra wide for your landscapes.

I'm hoping to be in similar situation within a year.  Have my 7D and I'm planning to add a FF.  I've got some time and I will be watching to see if Canon releases another FF option but if I had to purchase today (with limited funds), I'd go for the 5D2.

[crasher8]

I understand this issue as well. I have been frustrated with higher ISO issues on my 7D and as my style of photography has evolved I need reach and fps less and less. As a fine art photographer I would be foolish not to move to FF. But I do not need nor can I afford a 5D3, a refurb mk2 is within my reach, especially if I sell off my EF-S glass but with the tease of a entry FF body on the horizon I say you should wait along with me and see what develops.

[distant.star]

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There really is no answer to your question since you haven't said what improvements you want. I presume by "upgrade" you mean or intend something better in performance or product.

Until you delineate your goals for this "upgrade," one option is really as good as the other.

[Halfrack]

So many options - what about just doing a 7D and the 24-105L for now?  Grab them both used and see how you like them.  The jump to the 5dmk3 will knock your socks off, and you'll get there, but do you need to do it now?  Lots of rumors of a cheaper FF model, and if you're going the landscape route it may better suit you (or a 5dC).  The 7D and the 100-400 will do your wildlife and birding very well.  Keep the 40D until you get a replacement body.

I too suffer from gear lust, these moments will pass.

[wickidwombat]

I would go with the 5D Mark III kit option.

No debate in my eyes 

+1 

+2 the 40D would still be a reasonable backup for the mk3

[bdunbar79]

This is an easy one.  If you can afford to, buy the 5D Mark III and keep the 40D as backup.  You'll have a great FF and a good 1.6x crop sensor camera.  If I were purchasing new and had the glass I needed, I'd probably buy a 5D Mk III and a 60D backup body, if my budget was $4300-$4500.  But since you ALREADY HAVE the 40D, keep it and get a 5D Mk III.

[ramon123]

This is an easy one.  If you can afford to, buy the 5D Mark III and keep the 40D as backup.  You'll have a great FF and a good 1.6x crop sensor camera.  If I were purchasing new and had the glass I needed, I'd probably buy a 5D Mk III and a 60D backup body, if my budget was $4300-$4500.  But since you ALREADY HAVE the 40D, keep it and get a 5D Mk III.

+1

[ecka]

I am looking at two upgrade options, give me your thoughts on what you would do.  I currently have one body, a 40d, which has served me well.  Lenses: 28-135, 100 macro, 100-400L, 70-200L II.  I do a wide variety of outdoor photography, landscapes, wildlife, birds, flowers, and macro shots.  I do no "people" work of any sort.  I am ready to uprade and here are the options I am considering.

1. Get a 5d Mk III with the kit 24-105L and keep my 40d as well.

2. Get a 5d Mk II with the kit 24-105 and a 7d body, sell my 40d.

I can do either of these for about the same amount of money right now.

I forgot to mention that I would be selling the 28-135 in both of these scenarios.

5D3 is a better camera. However, if you compare your 40D image with a cropped 5D3 image (8.5 megapixel ~3570x2380), there may be no reason for keeping 40D. I assume that you are not a professional photographer and in that case (probably) there is no need for more than 1 DSLR body. If the only reason for 2 bodies is that you want to have both FF and 1.6x crop options, then you have to decide which sensor size is more important for you. You can do everything with just 7D or 5D3 alone. 5D3 has better AF and image quality, but you will need bigger/heavier and more expensive lenses to match the reach of 1.6x crop. If your plan is to use 40D for telephoto and 5D3 for landscapes, flowers or macro (things that do not require top tier AF system or done better using manual focus), then it's hard to justify buying 5D3 over 5D2.
I noticed that your widest lens on 40D is 28-135mm, so if you won't be using any UWA lenses, then 1D4 may be the camera for you.

[smithy]

I went through the same decision process, and went for option 1.  My 40D is now a backup camera.  I must admit though, I am contemplating selling it (and my 10-22mm lens) since I doubt I'll use it much now.

[tron]

I went through the same decision process, and went for option 1.  My 40D is now a backup camera.  I must admit though, I am contemplating selling it (and my 10-22mm lens) since I doubt I'll use it much now.

It's all about how you are thinking to use your 2nd camera!

Will it be used in parallel or as a backup?  In parallel the 40D is of almost no use.
The 5DmkIII  is much better.

On the other hand, should something happen to your 5DmkIII the 40D and 10-22 combination might prove useful! (Same if you want to go to some places with less expensive gear!)