The comment about the 7 speed shifting a lot is enough to turn me away. I drove a friends' S55, and I don't know what tranny it had, but it shifted a LOT. I will be called an idiot and liar, but I love the 4 speeds in our cars. I can go up some pretty steep inclines and the torque of the engine gets the job done without a lot of frantic shifting. I have pretty much dismissed a new or newer Benz, as they just seem to have all the new gee gaws just for drawing the masses in. But my age gives me away.