Both are beautiful pieces. The 3800 has a more robust power supply with greater capacitance. As expected, from a sonic standpoint, the extra expenditure gets you more in the way of dynamic contrasts, bottom end authority, transparency, soundstaging and a slightly lower noise floor. The 2820 design allows for the inclusion of the optional internal phono stage, whereas the 3800 does not. All that aside, both preamps are world class and you can't go wrong with either of them. If you can spare the extra cash, go for the big dog.