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In the hardrive in the console.
The main difference is more features and storage. The Xbox 360 Pro has a 60GB hardrive and connectors for low definition or high defninition to a TV or monitor. The Xbox 360 Elite includes a 120GB hardrive, connectors for low definition or high definition to a TV or monitor, and it includes a HDMI cable
It's quieter AND uses a crap load of space.
It basically cuts the loading time on the game etc...
you have to call 1800 my xbox