Moving from flex 3.2 to flex 3.5?

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what changes I need to make?

  1. What can be the possible issues in upgrading ?
  2. Benefits of upgrading from flex 3.2 to 3.5.
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From my experience there wasn't any changes with upgrades within 3.x SDKs. And there wasn't any significant changes for me.

So I recommend you to upgrade to 4.1 or even to 4.5 directly. It will take rather big amount of work but give you a lot of advantages :)

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There shouldn't any major changes between 3.2 and 3.5. I'm fairly certain that if you were to recompile your project in 3.5, you won't notice any difference. The change was mostly a few small bug fixes here and there, like most of 3.* updates.