The second and the first game have a very similar flavor, but I like the second one better (I played it first, though, so it might be a different story for you XD). The third one, for the Wii, is a really different experience but it's a LOTTTT of fun. My only gripe was that it seemed a lot shorter than the first two :-/ I just really love the Paper Mario series, they're some of the most fun games I've ever played.