Came off of an A6 4.2 lease, wanted to downsize and have more fun, while allowing my middle-aged body to lift the children into the rear car seats without back break. High center of gravity concerns moot at anything up to 7/10ths driving (i.e. public roads) because of flat cornering and absorbing suspension. (Absorbing as in GTI, not Buick.) Also useful in deeper snow. It's not a sports car or sedan, but it's a a brilliant urban/suburban commuter, actually fun on a twisty parkway. Seats are surprisingly good. Tighter body structure on rough roads than an X3, no Audi suspension crash. No Audi interior, leather or BMW brakes or steering either, but not enough difference to justify $15K
Suspension set up, engine, stereo, roominess back seat position, compact size, good voice recognition (I didn't think so at first), transmission (if it has to be automatic).
Faux metal on interior, STICK SHIFT, frustrating technology choices (set up, ipod, phone), brakes feel soft, dashboard not angled to driver, tires a compromise.