I understand your last statements. I also am not googoo'd by the 420.Even though it hauls ass, it still looks like a 320. I am still not sure if it has ASR or not but in a straight line it just goes. Around a turn I'll boil the tire off, what gives?. I love the styling of my SEC, always did since I drove a new one in 87 at age 18. 12 years later I got one and I just adore that car. It is no 911 but it moves pretty good and has lots of room and rides like your in a vault. As you can tell, over a year later and I am still in love. I would like the E more if it was a bit more quiet. Wind noise is way more noticable than s-class. That's why I said if it was me, go with a s500 or something. Hell keep the 400 and get a 911.