I liked CARS well enough when I first saw it (not in a theater - I bought the Blu-ray), thought it was cute and clever, but not top-drawer Pixar. I must admit I never thought I could enjoy the usually insufferable Larry the Cable Guy, but I thought he did well with his character here, and the other voices were excellent. But the movie simply didn't carry me away as had the previous Pixar films. Watching the 3-D edition, I was stunned, and smiled all the way through (and occasionally said "Wow!") While forward pop-out effects are fun, I don't belong to the church of "gotta have them or what's the point of 3-D?," so the smallish number of those did not bother me one whit here. I believe some 3-D films cry out for such effects, but others don't need them...in fact, they would seem inappropriate. What astonished me, knowing this had been a 2-D film to begin with, was the absolutely uncanny sense of depth (and I mean deep depth) on display throughout. This is especially true during the desert sequences along Route 66, which I found to be profoundly atmospheric. I felt as though I had really visited and walked around in Radiator Springs in person for a short time. Pixar's level of detail in their CGI has always been wonderful, but this added dimension completely changes the feel of the film for me. Whereas, while watching it in 2-D I was passively involved, I was totally immersed last night viewing this new edition. All I can say is KUDOS to the people who did the tech work on this! I'd love to see the same thing done for A BUG'S LIFE, THE INCREDIBLES, WALL-E, and RATATOUILLE, which I believe would mean the entire Pixar catalog of feature films would then be available in 3-D, but I realize these projects take forever. I can only hope CARS 3-D sells well enough to encourage work on those earlier films. I am just so blown-away! Thanks, Pixar!