We just recently had a baby and had grown out of our 330i. After looking at the crossover market and driving a few (Infiniti FX, Lexus RX, etc.) the Beemer won hands down on driveability and function. The SUV drives just like our previous 3 series, but has some decent cargo space and all wheel. We have a larger SUV family truckster and vowed to never drive a mini-van. So now we have the best of both worlds with the X3. A little pricey, but worth it if you want nimble utility.
Performance, heated steering wheel, Terracotta leather interior, service plan, and overall mix of drivability and utility.
Price tag, no in dash CD changer like competitors, BMW still hasn't figured out dual zone climate or defrost.