Having also started with original AD&D, and bringing myself into 2nd edition, I have but one thing for 3.0 etc. It's AD&D for dummies. Seriously. Every blonde in our circle of friends now completely understands a character sheet. Don't get me wrong, I think the system is great, I think it works smoothy with only a few bumps to learn (such as attack of opportunity, how many actions make up a round, ability damage vs. ability drain, etc.). Anyone can learn to play with just the 3.0 players handbook. Best way is to do the best of both worlds edition though. Take the best stuff out of 3.o and 3.5 .

d20 has a slew of differences with AD&D (1st/2nd). However, aside from "AC goes up instead of down" and "multi-classing is additive, not best-score", they're rather simple.

Just remember that everyone has every stat (even if that stat is "null", like CON for Undead), that resolution for everything is d20+x to meet or beat DC, that 1s and 20s are only automatic successes for savings throws and attack rolls, and EVERY SINGLE FACET of a character (class / feat / spell / magical item) has at least a little bit changed from previous editions, but in most cases you won't even notice the change.

What about the new focus on mini's? It seems to me that WotC seems to focus on them alot, and pushes them, especially from what I have been reading in Dragon and Dungeon....

Screw the minis, I don't use them and I sure as hell wouldn't cough up 30 bucks just to run a game. In our group we just imagine what the battle looks like... funny huh?

This is because WotC, which is the puppet of Hasbro, wants to make more cash, and miniatures are a great way to make cash for not much.

I like their minis.

Some people can't hold a load of information in their head during combat.

The minis help focus on strategy and encourage good game play during combat.

Since most of my group used to play Mech Warrior and Mage Knight, we mainly use those pieces instead of dishing out $10 or more for something you might not get.

I didn't really think that they focus more on minis than before, but it helps to clarify certain situations, like "can I charge through this?" and "Am I really just a hair out of the dragon's breath weapon or am I BSing my DM?"

And, in all honesty, my friends and I agree that D&D 3/3.5 feel, stylistically, like an effort to create a pen-and-paper video game. The combination of Feats, Prestige Classes, and the existence of the Epic Level Handbook all give that impression.

The problem with 2nd ed, for me, was the drag when it came down to rolling a d20. Once you rolled it what did it do?
Thaco and all the other various odd things involved (which some more often than others didn't come up much regularly in game play) seemed to bog down the character sheet and make it hard to read.
The skills seemed to be bothersome too. It felt like it took forever to make a PC and going through nearly every skill even if you didn't use it was a waste of time.

My memory fails me because it's been 6 years since I made a 2nd ed PC.

3rd edition, and even better 3.5, making PCs is easier and simpler (which helps when you need a villain), skills are more focused, the saves are now a lot more comprehendable (Fort, Ref, Will...THAT'S IT! No save vs death, vs trap, vs old pizza, and all the other various saves in 2nd ed).

Sure the "progression" and the "feats and PrCs" MAY (although I don't think so) make it seem like a video game, but it's far from it. Your PC isn't going to do "9999" points of damage after a few hours of play.

With 3.5 vs 3.0 I would say watch the spells. Some durations of spells taken for granted have been slimed down or tweaked. They still work, but just because it may not last "all day" doesn't make them less powerful.

Anyway...have fun...happy gaming

As far as a learning curve, you should be okay. The core mechanic works very well and game play can move very quickly.

Pay careful attention to CR/EL values of critters. A party of four first level characters can be calculated as an EL 4, but that doesn't mean they can take on one CR4 creature. I had a carrion crawler nearly wipe out a party because of that.

3rd edition makes for more robust characters, but also for more robust monsters. Keep that in mind when you feel like tweeking a creature.

Outside of that, I'd start your game "by the book" and let it grow from there. As you get used to the new system, you'll be able to come up with house rules.

I started on Basic (Blue book - anyone know where I can get a copy of the sample dungeon from that??) and moved upto 1st Ed AD&D and the next I've seen is the three core 3.0 books that I bought as reference material for Neverwinter Nights plus a couple of add-ons. I haven't actually got to play a proper adventure yet but I'm setting up an adventure to play with some friends and from what I can see the biggest changes are mostly mentioned above and can be checked as you play. Experience levels are now the same for all characters (yay!), combat works slightly differently but a couple of battles should sort you out, feats and skills are a biggy and monsters work a little differently now. Now they have Creature Level and Encounter Level which I can see are a good thing but I'm still trying to sort how they differ from the old system in terms of toughness and experience. Makes for converting a 1st Ed module interesting!

If in doubt, you're the DM, fudge it so it fits how you want it to (within reason, of course) and sort it out as you go. If someone wants to use a feat, skill or spell, look it up to familiarise yourself with it. Any starting DM would have to do the same and at least you've got prior DM experience so you're one step ahead of the newbies.

As long as everyone knows your last DM session was in 1st Ed, I'd hope they'll cut you some slack and before you know it, you'll be off and running.

Lotsa luck and most importantly, enjoy! :)

Was the sample dungeon in the blue book? Because I still have it. Yeah, I never get rid of anything. But I can copy it for you if you want. Go to my userinfo for my email address.

I've been playing 3/3.5 for about two years now and I'm still learning. Luckily, my players are happy to point out my mistakes, which is cool with me. Just read and re-read the books, then go play and worry about the details as you go along.

I have not DMed 3.5 yet but one tip I have from playing it for a year (after a fifteen year gap since playing first ed) is make use of its open-sourceness: print off all the odd rules you are likely to need in a session onto one sheet of paper. F'rinstance my wizard has a spellbook printed off with DC's precalculated: if you have a net trap, print off (or bookmark) the rules for nets and the referenced rules for grappling.

A little of the rules reponsibility is shifted from DM to player in character generation/levelling up: from Usenet (the last refuge of the scoundrel) it seems that many players think this makes them "DM of character generation" when in fact its a docuble-whammy: you are at the mercy of the DM's whim as usual and also have to know a few rules to set your character up.