Now that DL3 has been released for the 3910, I was toying with upgrading my 2805 for a 3805, and this week I finally took the plunge. If you are in a similar position, I highly recommend the upgrade! DL3 gives you the ability to use the DSP in the amplifier on DVD-A and SACD sources. The external 6 channel input bypasses the DSP, so you have to do all the bass management, speaker levelling etc in the DVD player. With DL3, this can all be done by the amp, which makes setup much easier. You can also use the DSP programs (widescreen etc.) on SACD and DVD-A material (if you *really* want to...) The overall effect is much cleaner sound. The 3805 also seems to give the bass far more definition than the 2805 did - notes have clearly defined starts and ends. The new remote is a bit of a behemoth, but my significant other took one look at it and said "I want one of those" - her reaction on seeing the 2805 remote was to say it was too complicated and to ask me to take it away... Overall, no regrets - I had my doubts about the upgrade, but my first couple of days with the 3805 have removed those. If you can afford it, I'd really recommend one.