Sahil made me think of this little tibit.
When I attended the VB Roadshow earlier this year I was fortunate enough to be invited to an earlier session that set down the "best and brightest" local developers with members of the Microsoft VB team. When asked if it was a good idea to re-write old VB 6.0 code into VB .NET code the answer given by the teams was NO.
The idea here is that a strict re-write doesn't gain you much at all. If you are refactoring or re-writing the code for another reason fine, but rewriting just to be able to say "yay I have managed code" isn't worth the effort.