Bear with me: In 1984 I went t0 work for a CA utility, life was good, then deregulation came a long, to the companys credit they looked to the furture, and had concern for there employees. Around 1986 / 87 our CEO had a series of all hands meetings, two things I take from that conversation 1) The way we do business is about to change, you can no longer go from cradle to grave with the same company, there is NO COMPANY ALIGENCE, look around most management upper and middle have a life of seven (7) years, then you move on. 2) Train for the future requirements, in other words keep up to date, you are responsible for your future. In saying that, what is the adage: "The best time to look for a job is when you have a job", is that not true.
If a counter offer is given, the one thing to remember is that the only thing you are really working for are medical benefits, nothing more nor anything less. Think about it.
Are you really concerned about what the other guy thinks, REALLY?
Don't worry about the spelling (don't sweet the small stuff).