Haha... maybe some of the folks here are right. Maybe "upgraded" is a poor choice of word. I do love both cars. But they're both very different in their own ways. I am still getting familiar with the e60 M5 as it drives much different from e39. The low end torque is not there like the e39 but when you rev it up to 5000RPM, watch out!!! Push the "M" button on the steering wheel and it's an entirely different car. I love the e39 M5, but have since sold it to another member on this board. Now - it's just me and the e60. So as to not offend any e39 M5 owners on this board, I did not Upgrade to e60 M5.... I switched to an e60 M5 instead. Still love the e39 though!!!!