My 3G is awesome. Speakers + Mic IDK what u guys said about the speakers, but they are sufficiently loud, and the audio quality is great. Some songs crackle at full volume, though. I thought that you have to put the mic to ur mouth for it to work. It works even from a few feet away. Audio As long as your songs are at a 192 or 256 bit rate, the headphone audio quality is great. 128 is also good. I prefer my Bose headphones, but now i'm forced to use apple headphones because of the mic. Games The game Cube by FernLightning ( best FPS for console ) runs at about 30 fps on my 3G with about 20 enemies on the map. My first gen ran at like 6-10. All games run really smoothly on my 3G compared to my 1G. Other games loaded a lot faster and frame rates made games very playable. No lag at all. Try F.A.S.T., it never crashes now. I can't wait until Ace Combat iPhone comes. It better be a 3GS/ iPt3G exclusive. http://toucharcade.com/2009/09/16/namco-bandais-ace-combat-x-heading-to-the-app-store/ http://toucharcade.com/2009/09/26/tgs-2009-ace-combat-xi-impressions-and-gameplay-video/ Speed The speed is great and FreeMemory always shows me having 130 mb of RAM free. Its just that one time I had 36 mb RAM left, even when i wasnt doing anything. Load times blew me away. The only app that lags is textPlus. Cons Why do I only get 29 gb when i wanted 32? I got 14.5 with my 16gb 1G, so why dont i get 30.5 with my 3G. I don't really think it was that great of an upgrade. I told my dad to cancel the order on Amazon but there was some error so when it arrived i couldn't resist opening it when i could have returned it and waited for the 4G. Conclusion Get one. Its a nice piece of sh*t. EDIT: Added stuff and fixed typos.