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I went from 2008 M3 w/ 6sp to 2011 35is. Had an E36 and E46 M3 and a Z3 M Roadster prviously. I switched mainly because I missed the roadster, and wanted a convertable again. M3 clearly an awesome car, but rarely can drive it anywhere near its capability in real world. The 35is is actually more fun because of the great N54 engine with all that torque. The quirky steering is the only negative I have, but the car really has more grip that you will need in real world driving. I did switch out the run flats which made a huge difference, and I went up to 275 rear and 235 front. As others have said, this is perhaps the best looking BMW out there right now.
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