Stick to the OC-2. I sold one to get the OC-3 and it sucked, so I sold that to buy an OC-2 again! The OC-2 just sounds better to me. One thing I have to confess to liking more about the OC-3 is that it is a little more responsive and sensitive to the input signal from the bass. I actually use two octave pedals in my setup...an OC-2 and an EBS Octabass. I use the OC-2 for a thick, hip-hop tone and the EBS for a cleaner funk tone. Both are great pedals, but try out an EBS Octabass. Its a bit more expensive than the BOSS, but I am sure you will like it a lot.