I have a 450 MHz K6-3+ and I have worked on a 500 MHz K6-2, and I can tell you that my K6-3+ feels considerably faster in some things and makes no difference in others. I got the K6-3+ when they were first becoming available and alot of people were selling them on E-bay and stuff so I was able to get it at a good price. It replaced a Pentium 233 MHz with MMX and the difference there was incredible. If you can find a K6-2+ or 3+ for a reasonable price, then get it, but if all you can reasonably get is a K6-2, then go with that. BTW if you want to go with a +, then make sure your motherboard has a bios capable of recognizing it. My FIC 503+ needed an updated BIOS, but now it rocks! Also, the K6-3+ I have will easily overclock to more than 550 MHz.