"The biggest features are that Series 3 will have dual tuners and be CableCARD and HDTV ready! The dual tuner thing should be qualified though, because it will actually have 6(!) tuners. It will have 2 cable tuners, 2 ATSC tuners (for high def over the air) and 2 regular old NTSC tuners. But it will only be able to record two programs at once, according to a sign at the booth. Other improvements include an SATA hard drive connection to add external storage, a display on the front that shows what's recording and a backlit remote. While it will still record in MPEG-2, the Series 3 will also be able to play back MPEG-4 video."Tivo's really upped the ante with the series 3. It has added a lot of improvements that users have clamored for. If they would just tweak their subscription model a bit, so that if you had the lifetime subscription and the box dies or you upgrade you did not have to pay the fee again, I'd be very interested.