Basically a newer image processor, the Canon Digic 7; It allows for faster shooting speed and better picture quality. Another plus is the rubber grips that Canon added on this model, they really help with holding the camera still. Lastly, they also made a change in the view screen; it now tilts down as well as up. I did some research and waited for the MII over the original. IMO, the changes are worth the slight cost increase.