Here's my first stab: Akira - Better. SDE -> KD says it all. Pai - Marginally better, but not much it seems like. Lau - Better. Easier to use, has good new moves, and float combos seem easier to come by. Wolf - Marginally better. His damage potential has gone down but is compensated for his increased variety in moves. Jeffry - Better. In the hands of a top player, Jeffry didn't improve that much, but he is easier to win with for good average players (like myself). Kage - Marginally worse. Lost a lot of R.O. potential and damage, partly compensated by his increased variety of moves. However, the reality is a lot of his new/improved moves--while good--won't win matches in high level competition. In VF3tb, his TFT, elbow, PPP, and heel kick will. Sarah - Much better. Improved in nearly every way. Jacky - Better, crazy as that sounds. Thanks to SS, DA, and BKC. Shun - SEEMS better, but I can't be sure. Need to spend more time with the old man. Lion - Seems better, but again, I need to play him more. Aoi - Marginally better. Her b,d/f+P saved her cute ass. YY is great too.