I have the S2 as well.. awesome camera. I woudl defintely recommned it over the S3 - save some money in the process too. The S3 added a few features.. and broke some nice things the S2 has. The upgrades aren't worth the extra $$$.. if you can find a used S2 (like I did) you can save even more.. I love this camera and use it as my carry around backup to my DSLR. Given its 640x480 movie mode with full zoom during recording.. you just can't go wrong. Good Luck!