The joystick and the page-turn buttons on the old Kindle 2 is definitely better than the Kindle 3's D-pad and smaller buttons. But the Kindle 3 is noticably lighter and the screen has better contrast. I also like the lighted cover of the Kindle 3 - it's really great.
Both Kindle 2 and 3 have good points - for me Kindle 3 comes out slightly better than K2.
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