I bought this in 07 with 114K on it. I have since put 90,000 and for the $8,000 I spent on it I couldn't ask for a better car. It's very comfortable, has enough pep to get out of it's own way (it is not a race car by any stretch of the imagination) and is the most reliable car I have ever owned. The body integrity, even after 11 years and 202,ooo niles is top notch. Motor runs great. My only repaits have been a seat belt sensor and a fuel relay switch - less than $1,000 in repairs (excluding regular maintenance items of course). I do have a small leak in tranny that just started but no slippage. For 200,000 miles I'm not going to complain.
Gonna sound crazy - the pop center console (so I'm not leaning way over when I'm resting my right arm) is #1 and the fact that the interior leather goes all the way up the roof supports. In the newer RLs they are fabric. I think this model is more Mercedes- esque.
It's 11 years old, so the new models have already taken care of any suggestions.
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