I auditioned both speakers at a dealer. Both were very good, but the Sopra No. 3 was clearly superior. Everything the No. 2 did well, the No. 3 did better. The No. 3's had better resolution, better dynamics, better transparency, and created a larger, deeper soundstage. The No. 3 were exceptional at reproducing large scale symphonic music with authority and weight, whereas the No. 2 started to sound a bit compressed and congested in comparison. Both were auditioned with Audio Research electronics. I ended up buying the No. 3. It is a magnificent, stunningly musical speaker.