I'm on my 3rd LS one 400 and two 430's. The 430's both have the Euro Suspension and with the 04' I think they have improved over the 01'. It feels flatter in the turns and more stable with the 18 x 7.5 rims. There is an on-ramp I take regularly that does a complete 360 as you drop down and onto the freeway. The 01' LS 430 Sport would squeel some when you pushed it, but the 04' is like riding on a rail at the same speed. Very stable, no squeel or slip. I tried the active suspension on the U/L in "Sport Mode" not even close to the real thing. It stiffend a bit but still felt like it was riding on airbags. If you want the real luxury ride, go with the U/L, but if you like to drive and want a feel more like MB or BMW without the regular shop visits and depreciation go with the LS 430 Sport and - for bells & whistles the Modern Luxury Package. The only thing I'd add, but it's not available (at least on the west coast) with this configuration is the radar cruise & collision avoidance system.