There are lots of incremental improvements, but if you have LR2 and don't use it, I don't think you'll use LR3 anymore. It doesn't really do anything new, it just does existing things better.
I was ready to jump ship to Bibble 5 after LR2.. then I got the trial for LR3. There are some pretty big improvements that make it worth the upgrade, IMO. But I wouldn't pay more than $100 for it.
Are they getting ready to release LR4 any time soon? Seems like the only time I see Adobe discount their stuff is when a new version is around the corner.
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