Any suggestions for a best third destination between, or close to, Amsterdam and Berlin? This would be for two nights and must be rail-accessible and fit in conveniently. Already been to Hamburg, Lubeck, Kiel and Prague and looking for something different. Maybe Dresden? Cologne? Natural beauty and/or small town charm (but with reasonable rail access)is a plus for variety given the other destinations are large cities.

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How about Antwerp?

Well if you haven't been to the Florence on the Elbe then Dresden is a great choice. Not only for art galore but lots of neat monumental buildings. And from Dresden you can easily hop the train down into one of what i feel is Germany's unheralded gems - the Mosel-like Elbe Valley in what is called Saxon Switzerland. Red sandstone cliffs line a stretch of river between Dresden and the Czech border - boats go up and down it and the train line from Dresden goes right thru it - so an hour from Dresden lets you experience a wonderful day of seeing castles and bastions like the Bastei and neat river towns like Bad Schandau.

Plus also near Dresden is Meissen, a nice regional town with castle on a hill and the Uber-famous Meissen porcelain factory you can tour and see the fancy china being developed. The development of the china, perhaps the first in Europe centuries ago was carried out in secret in the castle for the Saxon king and its success brought huge wealth to him and Meissen.
If you are doing all this by rail then you should consider the Germany-Benelux rail pass - a flexipass good for 5 days of travel over a 2-month period - 2nd cl $233 p.p. 1st cl $288 p.p. and comes in 6, 8, and 10 day versions as well. Not sold in Europe to my knowledge. Compare in Europe prices at www.bahn.de to see what's best point-point or pass - the flexibility of the pass - able to use it on any train any time is a key to me. As always for any railpass in the U.S. i advise calling BETS (800-441-2387) who will patiently answer any questions whether you buy a pass or not; www.budgeteuropetravel.com; their free European Planning & Rail Guide has a good chapter on Germany and German trains. www.ricksteves.com and www.euraide.com also have good info on German trains and passes.

Thanks all for your suggestions and assistance.

Hi Sid,

My tip:
Krakow in Poland. Read the Wiki.

or:
First stop from Amsterdam to Berlin: Utrecht. It's one of the oldest cities of The Netherlands with the most beautiful canals (Oudegracht). Smaller than Amsterdam, but more friendly. Utrecht is in the middle of the country and is the Dutch Shoppers Paradise. The Dom Tower is the highest church-tower in The Netherlands.

Small town charm in The Netherlands: Volendam!
Small town charm in Germany: Heidelberg!

Big city in Germany: Cologne.
It's three hours by train from Amsterdam.

A bit off track, but so beautiful
Bruges in Belgium.

Czech small towns: Karlovy Vary, Marianske Lazne

Ok cities: Dresden and Regensburg in Germany

Or travel a little further and go to St. Petersburg!

Again, thanks all. After much research, running of countless flight scenarios and still being indecisive, ended up going with Dusseldorf simply because the airfares can't be beat Plus, the weekend hotel rates in Amsterdam are out of this world and the original plan of flying into or out of AMS would have blown the budget.

By flying out of Duseldorf and visiting Amsterdam mid-week we are saving hundreds of dollars. Will likely spend a full day in Cologne and quite possibly still make Dresden/Swiss Saxony for a day as well, TBD.

sounds like a great plan

We did the opposite trip last year (Berlin to Amsterdam) and stopped in Bremen on the way to Amsterdam. We were visiting my cousin who lives on the outskirts of the city.

It's not right on the route between Amsterdam and Berlin and would require changing trains, but well worth a visit. It's a beautiful city with lots of charm and lots to see and do.