i first upgraded to the S2 package. it was marginally better. not worth the $$$. going all out w/ the S3 was all worth the $$$ imo. use the S or S2 money for other endeavors imo...

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2008 E82 135is JB2 Alpine White / Lemon
2008 E90 335i JB2 Monaco Blue/Grey
2007 E85 M Roadster Black/Black
2006 E60 550 w/ M Kit Silver/Black
2003 E46 M3 SMG w/ VMR V715 19's Blue/Black