Thanks for the replies! I hadn't seen that thread....that is helpful. I plan on only buying a car that has been well-cared for with records. I was not picky when I bought my 87 300D and ended up changing out the head, the complete a/c system, had to pull the dash out and replace vent-pods etc. The buying guide mentioned a very expensive vacuum pump that goes out. How often does this fail?

I didn't want a v12 simply because of the fuel economy. I will end up doing most things myself, and working on a Mercedes doesn't scare me. I am not in a rush either so I will be pretty picky. Those of you that have the six cylinder engines in a W140...do they still perform at least moderately well? I was leaning towards an S420 or S500 because of the V8 performance. I am not expecting rocket (these cars are heavy), but am wondering if the six cylinder performance would at least be comparable to my current 87 300d with the OM603 turbodiesel.

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97 S500 (90,000 miles) - wife's car
87 300D (298,000 miles and a replacement #14 head)
94 Suburban K2500 - need something to haul firewood
83 300SD (343,000 miles) (sold)