the upgrade from previous gen is good, very good. the upgrade from 1st-2nd gen is huge. Very clear recordings. Focusrite Control panel is very useful for the best adjustment ,if you want the perfect clear recording stay at green area, when you go to orange teritotity you get distorted sounds.I really missing the pad button. if you want to record direct in guitars be careful with active pickups or high output humbuckers, you will need DI box for sure. with 8.3-8.5k humbuckers the input gain must be at minimun (7-8 o'clok),no wories for single coils or low output humbuckers. I am very satisfied with headphones sound quality , i mainly use 80 Ohm and 38 Ohm ,if I go with 32 Ohms there is sligty eq distortion, no big deal , but this is a big deal for a friend of mine that have the 2i2 4th gen ,he must use 80 ohm and above for eq perfection .don't lose the power supply...you gonna need it.