I had to previous series 3, a 325Ci and a 330 prior my current 545, all I can say is that as good as the 3-series is within its category, the series 5 (even the new 528i) will set you in a great treat of comfort, handling, power and POO.
and an 85 M6
I think some of this has to do with what you do with the car. When I bought my 5 series BMW, I had to constantly take out people to lunch and such and the backseat of that car was barely adequate. The 3 was impossible.
My son has the 3 series and the experience driving it is just incredible. Something I did not get in the 5. So there are the compromises.
Whatever the choice, I would stick to the most tricked out sedan that keeps curb weight below about 3400 pounds. It seems that above that weight, no matter what the power or technology, cars seriously begin to lose their "tossability" factor due to the laws of inertia. I think that tossability is part of the "fun" factor even more than straight line acceleration.
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