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There are several improvements. But like anything else, some of the improvements are critical to some, not others.
The 2803 has (over the 2802):
Melody SHARC floating 32-bit surround processor, separate control of DPL II and DTS Neo:6 Music and Cinema modes (treats them as separate modes for memory etc.), DTS 96/24, updated DACs (2 per channel), true HD bandwidth component video switching, and auto surround mode (remembers mode by signal type per input really cool!)
I went from a 3802 to a 3803 and haven't regretted it one second. Others may think I wasted my $$$.
Check out both units. You may find the 2802 will do all you're after.
Oh I almost forgot. The 2803 also allows you to turn off the sub individually in each mode. The 2802 only allows it in Direct mode.
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