Okay... from a fanboy, no, admirer of AoF3, here are some bits of info:
AoF3 simply rocks my world. It's one of the best fighters I've ever played, and it looks brilliant. The animations are super-smooth because of motion capturing, which has been used for the first time for this game. The many frames of animation however require to plan most of your moves because some of them have serious lags. Btw., the CD-quality soundtrack of the Neo CD version is simply AMAZING. Nu-Jazz on Neo, but not limited to that - you have to hear it to see what I mean. drool
A lot of techniques in AoF3 involve counter-gameplay. Once you forget about playing the game like KoF and find out the strong points of your favourite chara, you will breeze trough it and have big fun while fighting in front of wonderful backgrounds. The game is not so much about doing supers all the time, it's about mastery of your normal- and command-moves, and finding out about your chara's rush combos (which are flexible string combos, like fwd+A,A,B,b+C, but most of them can be re-sorted and performed in a different order).
Some ppl say AoF3 would feel stiff; well, that's basically because they obviously didn't try to cope with the engine too well. Some moves cancel/stop other moves. For ex., if you do a normal standing A and press B immediately afterwards, the A poke will be cancelled. Same with A or B closely followed by C. This is why string combos that start with A,fwd+B.... are difficult to pull off for some. On the other hand, this is the basis for most juggle or corner-juggle combos. If you remember that principle, your combos will be monstrous.
Oh man, there's so much to say about AoF3... there are Instant Deathes as well, the so-called Ultimate KOs. This can be achieved by killing an opponent with a (S)DM if his energy is less than 10%, the fight ends and you're the winner... also there's lots of hidden stuff to be found. New anim frames for the charas that appear randomly, and even special events for "birthday characters". Yes it's true, on their birthday, the charas can do unlimited DMs. I guess this is random as well, but it's a very cool idea.
And I could go on and on...
The AoF3 CD special edition is a very good pickup IMO. It contains the game itself with a colored CD label, a small artbook, a package of cool stickers of various characters and logos, and to top it all off, a replica of Robert's coin that he tosses in the air after a fight.
Load times on CD are bearable if you switch off demo mode after you've seen all the fine graphics. You won't see the after-fight screens, but the game will load much faster.
IMO, you can't compare AoF2 and 3. AoF3 is not an easy game, but once you find out how to play it right you will see that it's a lot more "fair" than 2.