Thank you Craig. Yeah I noticed that the discs were cheap...I think I'll just buy a new set. About the discs steaming I'll check to see like yu said if the wheels spin freely. Do you think that would account for the poor fuel mileage? I had an '81 300D that got consistently 30-33 mpg. This '84 300D is getting only about 22-24 mpg. I don't know much about the master cylinder so I guess i'm going to have to take it to a brake specialist. Do you have any advice on which specialist to take it to? About all I know to do on brakes is change the pads and make sure the fluid is at proper level. Again, thank you very much for yur help.