it has 4 cores instead of 2, running the same speed as the old model.
it has 10mb Video ram, instead of 6mb (old model).

Thats about it... Unless the games are developed for the new model specifically, there wont be any difference playing on the new or old model.

Not sure how many new games are made for the XL but... yeah probably not worth the money spent on it.

Dollars.

it's the new model of the 3DS, like DSi was for DS. So new exclusives weren't to expect.

Is it worth upgrading - hmm, depends. It is a bit faster in menu and stuff and some newer games (like MH4U) have better textures or similar improvements. Also 3D-effect is a lot more stable for movements (I tried). The second analog stick (or nub) is great for some games like MH4U, Ironfall or Zelda MM. Ah yes, and the small variant has changeable faceplates.

So, there are a lot of minor improvements, but nothing serious. You have to decide for yourself if it is enough to justify the purchase.

The point was to make the perfect 3DS before the next gen comes out.

The 3D effects is MUCH BETTER.  Wont make you dizzy and kill you so you can actually use it.  Dont need to keep your hands still! if you move the 3d still looks great!!!

Faster, thinner and better functions. *nub C stick*

its the SUPREME ULTRA 3DS.  And a nice farewell to a great system with tons of awesomeness games!

exactly why i skipped on the vita when ti first released.  I was shocked sony charged so much with NO memory card!  It was insulting.  Got a 3ds xl and never looked back!  Thank you sony for making my decision for me!

I'm actually interested in the more stable 3D effect due to head tracking cameras. I tried to bare with the original 3DS for awhile but barely any movement kills the effect and you see double images. A little more power and a nub stick seals the deal for me. I'll look to upgrade this holiday season. Don't even care if the NX handheld releases next year. I will still be happy with my purchase.

I'm happy with the new 3DS. There was a marked improvement on the performance and load times of the games. There was also a good Gamestop deal at the time it came out where you could trade in your old 3DS XL and buy the new one for $80.

It makes sense for me. With handhelds, people are very likely to upgrade often (just look at phones), so they were able to give a shot into the arm of the struggling dedicated handheld market.

money grab as always

And that is pretty much what I was talking about the whole time Being a 3DS gamer is more expensive than being a Vita gamer (at least in Europe) and I just can't accept and support such a policy, when I can clearly see they invest less to charge me more. The console itself is just the start of the investment. I'm not saying it's a bad console, just that Nintendo is ripping people off, cause the system is overpriced for what it offers and Sony gives me more bang for buck. I like the 3DS and want to buy one, but with the current pricing policy I'd rather stick to Vita and put the 3DS money into getting a PS4 or NX