The latest 3.8 is not that bad with new theme.
I can even do a free install/setup for any non-profit.
And don't forget the http://hiveminder.com/ from same company.
EDIT: Added links.
http://blog.bestpractical.com/2008/07/today-were-rele.html#s...
Incredibly powerful, free, customizable. Expect to learn a little Perl if you want to integrate with external systems, as you can write Perl scripts to handle any transaction.
However, it has both the features that the GP wanted out of the box.
We've handled a couple hundred thousand support tickets in RT, some of them hundreds of interactions long, and it's still scaling happily.
Using email for support is liberating and using the web interface is phenomenal too. Can't complain about the licensing, but you'll definitely want someone who knows Perl and or the O'Reilly book.