Well last night went good...and bad (thanks for the encouragement guys

). Biggest knock against the Benz was the overly-protective son of the lady-owner who insisted he go along on the test drive with us. Now, I don't particularly care for a salesman/etc riding with me on a test drive, but I can get over it. The Mrs. on the other hand, in a strange car, in a unfamiliar part of town at night,
with a salesman/owner in the car is enough to make her uneasy from the get go

. Her comments afterwards were: wow it was powerful, wow it was quiet and refined, and WOW did I feel close to the steering wheel! I don't know if any of you have short spouses/girlfriends (comments ladies?) but my wife is barely 5'1 and she made the same comment in another W124 we drove earlier. Without the adjustable steering wheel, she can't reach the pedals unless the seat is in it's max-forward position, putting her uncomfortably close to the airbag. I can't remember when Benz added adjustable steering wheels.
She
loved the Passat - I was impressed too - definately not what you typically envision a VW to be. Much more Audi-esque than not. But of course, she felt it to be a bit smaller-feeling, tossable, and found a comfortable seating position almost immediately (telescoping steering wheel helping this greatly). You may be righ Alon, I've driven VW's in the past that, while pretty fun to drive, develope rattles over time. This one seemed very-well put together on initial inspection, but then I suppose any brand new car would!
The Passat edged out the Benz in the test drive, but bless her, she said she's withholding final judgement till she can drive another E420 on familiar roads without a guy in the back seat constantly commenting on how meticuously the car was manintained (it was, by the way 15K overdue for the 30k tune up and had a large crack in the front air dam

).
Anyway, will keep you posted - thanks again for the well-wishes fellas!
- Ryan