Just watched a few let's play vids of S3+K(never played much of them as a kid), and man that game looks great! Clearly so much love went into that game, the animated level transitions, the remixed music and environmental changes from Act 1->2 in each zone, actual minibosses at the end of every act.
Hell, I love that the game isn't always purely about speed. More obstacle course platformer than a 'tiered' racetrack(actually almost all the Genesis games were like this). Every zone really throws something completely new at you. Completely understand why people would place it above Sonic 2 now in rank lists, it really seemed like a polished package.
Also watched a bit of Sonic CD...just as I sorta remember, it's almost the opposite. Horrible level layouts that look more like pixel vomit than actual courses. Terrible implementation of time travel as well. I never liked it much in the early 90's and watching vids of both it and S3+K back to back it's crystal clear which is superior.