I turned the modulator 4 turns to the right and it shifts great now. No more 2-3 flare.

I did not check any of the vacuum lines on the valve cover- only turned the modulator.

Thanks for your help, JimmyL.

__________________
'90 300SE 298k
-300K and it gets put into retirement.
'80 300D 255k Purchased new by family in 1980.

Had a:
1973 220 (gas)
1980 300SD
1992 400E

Not the correct way: first check if the vacuum control system is working correctly. Then you can adjust the modulator, but preferably with the aid of a pressure gauge attached to the transmission, so that you can set the modulator correctly. If you start with adjusting the modulator, you can mask problems with the vacuum system.