I owned a Modulus 3 for more than 10 years, then took advantage of the "factory upgrade" to get a new Modulus 3a made for me (took a good long time, too.)
The Modulus 3a does all the audiophile virtues better: much more extended highs, deeper bass, much more detail throughout the frequency spectrum. A lot like switching from a moving magnet cartridge to a moving coil.
That said, over time I think the Modulus 3 was more fun to listen to. About 75% of my listening is vinyl, and I really appreciate having a full-function preamp rather than a line stage with a phono amp too.
If I had to do it over again, I probably would never have done the upgrade, even though the 3A is probably better in most measurable ways.
Just my $.02