I need your suggestion for a Preamp.

I would like to get a preamp, and I have an opp to get an Ayre K5XE MP, Jeff Rowland Capri or a Mark Levinson 380S.

The power amp is a Levinson 431, driving a pair of B&W Matrix 801 S3. I am using a Levinson 390S CD processor to drive 431, the sound is not too bad, but I need a couple of more inputs as I intend to use a TT and add a blu ray player as well.

The Levinson 380s is much more money, out of the all three.

Looking forward to some experts advises and suggestions/recommendation.

I have an Ayre K1xemp....wonderful unit.   Mine has a great phono board, and remote....the sound and service are tops.
That is one great sounding amp, and I am sure it has a wonderful sounding phono stage, but unfortunately, it is out of my reach, even a used  K1XE is going for well over $3500.00.
ML 380S. No experience with the Ayre or JR so probably silly to throw my two cents in but remember the 380S. Great preamp with great resale... I bet in ten years it’ll still pull good money where the other two not so much. You already have two other ML pieces so why not? Very flexible preamp. 
The power amp is a Levinson 431, driving a pair of B&W Matrix 801 S3. I am using a Levinson 390S CD processor to drive 431, the sound is not too bad, but I need a couple of more inputs as I intend to use a TT and add a blu ray player as well.

Your ML431 only needs 1.8v in, for full 235w output!! and is 51k input great for a passive volume control. Your ML390s gives this easily and the balanced 4.7v, and your 801’s are 89db, why not just get a source switch box, and a high gain (60db) phono stage instead
Here is a quality one, there are are many configurations at the bottom of the page with and without VC if you go with a volume get the 5k or 10k one to suit your 51k ML431. http://www.goldpt.com/info.html
With the phono maybe go the SA4M dual mono as phono cartridges are never balanced. http://www.goldpt.com/sa4.html

Cheers george
You will be happy with the Ayre and their service and support is great.  I own an K-5xe driving a Proceed HPA-2 amp (which was sold by Madrigal, which at the time owned Levinson, and is basically a Levinson design - 250w/ch at 8 ohms).  The two match well.  I went with the Ayre for the same reason - cost.  Have no experience with the Rowland products.  Good luck.
BTW: what happened to this you were buying?? It's one of the best!!
"I have an opportunity to buy an  Aesthetix Calypso Line Stage amp"  

Just saying.
I did notice you’ve started 6 threads, with over 80 members posting answers to your questions, yet you never come back and reply to any.
You need to be a bit more receptive to people that have taken the time and effort to answer your questions, even if you don’t like what they give you.

Cheers George
Check out the McIntosh c52 or it’s brother the c47. I bought the C47. It has 2 phono inputs: 1 for mm, 1 for mc, and a nice built in dac. TAS did a review on the C52 last year if you want more info
Atma-Sphere MP-3 or MP-1 if you want one of the best. 

Otherwise if budget is a concern they do have another modal available which is the UV-1
Hi audiomaster, my recommendation would be the Mola Mola Makua, a very neutral, revealing and versatile preamplifier. It can also be specified with a dac and/or phono stage both of which are extremely good. Remote control set up and volume control.
Hi George, 

I wish I knew why I did not answer to anyone back then, my apologies, and I Thank you all for your suggestions and recommendations.
I did buy the Aesthetix Calypso Line Stage, I initially enjoyed it, but after that, I got kinda bored with its sound, I sold it without having any regrets.

For what it is worth, you have a Levinson system. I would just stick with Levinson. You are not going to get audibly better performance unless you jump to something like the Trinnov Amethyst which would increase the adjustability of your system 2 orders of magnitude, give you room control and the best subwoofer crossover.

I am in agreement to stay with the Levinson if you like the sound you are getting.  If all of them are SS then the sound may vary but IMO not significant enough.  Others are recommending tube preamps which will have probably have more impact on the sound which could be more decay to notes, more of a 3D soundstage image, you know what tube do.  I don't think you can go wrong with any of the recommendations unless you change to a completely different designed preamp like a DHT or something like that.

Happy Listening.

Please,take a tube préamp. Levinson en B&W are to “hard” and not directly to the point. You lack depth, holographic, and natural sound. A tube préamp: Audio Note, Ear,VAC , Shindo, even Audio research, can improve that. (. Is mine opinion)
HI lukaske,

 I did have tube preamp, Aesthetix Calypso, it was ok, lacked musicality. 
I sold it. Tube based equipments don’t do for me. I had a Sonic Frontiers SFCD 1, a tube based CD player, it would put me to I sleep. Same with SF DAC, nothing exciting there either.
Hi audiomaster,
thanks for your reaction: had you ever thought about taking other speakers? I think in your system, you miss “the soul” of your music. When listening, you must be “one” with the music. B&W don’t give that.
As cd,i have the luxman D-06, very natural , holographic,and to the point. Or try Ayre ,Nagra ( preamps)...but for me: No B&W speakers: much better is Monitor Audio PL 300 (500). Have you already taken measurements in your listening room?  How is your listening position?  Best sitting in a “triangel”: 2,70(2.80)m. Between the 2 speakers, en each speaker the same distance with your listening position. Speakers turned 7-9 degrees towards you. Try it.
Hi lukaske,

My digital system is not bad, I have an older Accuphase CD transport, DP 80L, connected to Levinson 390S, the combo sounds terrific, there is zero listening fatigue,  but sometimes I feel it is missing that "soul" which makes you wanna stay up late and play one cd after another.
Those matrix 801  sound great, I honestly do not think it is my speakers.
I might have a chance to borrow an Ayre K5XE MP preamp, in a day or two, will plug it in and find out, I have been reading many positive comments about it.

If you want to make those B&W's sing like a real person and sound like a real concert, then you should seriously consider the Octave HP 700.  It smokes all three of your considerations.

Accuphase C-280. Sounds superb and its built quality is second to none. It will last a century without issues.
The ultimate for you would be a clean used ML326s pre. It far exceeds the 380s.
I've seen a few priced in the 4K range. It's detailed and very musical. The newer 523 won't be found under 8k. Get a ML is obvious to me. Good luck
Hi @audiomaster - disclaimer, I don’t have sufficient experience with enough preamps to make a recommendation, just sharing a bit of my own experience.

My own hunt for a reasonably priced pre (solid state only, thank you very much) led me to a Pass XP10. Pass pres are a bit overlooked, but my colleague Marty DeWulf has been satisfied with the XP10 as his own reference for a number of years. (He has used some of the best tube pres out there too - AR, Audible Illusions, Herron, SAS, Joule Electra, etc.)  For comparison, I have 3 other options: Bryston BP17 Cubed ($4k), Valvet Soulshine (tubed, $8k) and no preamp at all (PS Audio DirectStream volume control). I really like the Pass for how it combines neutrality with tonal purity, dynamic nuance and dimensionality. It is not the most “exciting” piece, so if you are looking to give your system a shot of energy, I would look elsewhere. It really needs to be used balanced, and lacks a dgree of bass power/slam and transient edge, which I think moving to the newer XP12 or higher-end XP22 might give you more of. It definitely has soul though.

Incidentally, the person I bought the XP10 from had used it with amps from Pass, Coda, Levinson and others, and had always found it up to the task. He also compared it to the Levinson 326s, and said it was no contest - the Pass was clearly superior to his ears. It was only because he was able to get a good deal on the $20k Levinson 526 w/DAC that he finally sold the XP10. My gut feeling is you would really need to step up to the higher-end Levinsons to do better than the Pass, as the ones in the XP10’s price range use IC opamps. The 526 is discrete circuitry and a totally different ballgame from the 326s.

PS I really hate to diverge from an OP’s original question, but my .02 - I do agree with other comments that considering other speakers may be a more straightforward path to getting more “soul” from your system. I have heard many B&W speakers over the years, and I like their lowest-end 6 series bookshelves. Most everything else I have found to be sterile - rather bright and forward, too much edge vs. body, not much soundstage depth, and emphasizing macro dynamics over the subtle dynamic flow of a performance. They seem designed for a certain type of sound favored by recording professionals and hi-fi showrooms, as opposed to one tuned for most natural reproduction. If you like a fast, direct sound (I certainly do!), there are some other good options out there these days, e.g. I think Audiovector’s work eclipses anything produced by B&W.
Hi audiomaster,

Shame you feel that way about complimenting SS amps with tube pre-amps. It has not been my experience.

As a matter of fact experience has taught me that LUKASKE is bang on. It is not a habbit of mine to slag other people’s systems, but drawing on experience again, I have heard B&W 801’s with both MAC gear as well as ML and find the speakers over rated, over priced and under performed. Dry and uninvolving.

The Aesthetix Calypso I have no experience with, and although I’ve read good things about Sonic Frontier’s tube based CD player (never heard it), I have listened to Sonic Frontier’s amps .... I wouldn’t them! Gutless.

If you’re rotten with money I would have to agree with Phantom_av, Atma-Sphere MP-3 or MP-1 pre-amps are to kill for .... or at least audition.

That said, with the nature of B&W’s sonics SS maybe the way to go. In that case inorder to saddle slap some extra life into the B&W/ML combo may I suggest Krell’s KRC pre-amp.

Best of luck in you quest,
Not on your list, but the PS Audio BHK preamp is really something special. It's a hybrid with (2) signal tubes in the front end that allows for rolling / customizing the sound to your preference. You can find used for around $3500. Not sure if this fits your budget. This is likely the last preamp I'll ever own.
Hi audiomaster, i have Luxman D-06. Préamp:Audio Note M5, poweramp: GamuT D200. Speakers:Ilumnia Magister.
if you have the Ayre K5 XE MP préamp,let me know.
The best thing is discovering new things that will ultimately make you happy. Whatever it is or becomes. Enjoy your music!

I am very curious if there is a notable auditable difference between PS Audio BHK preamp and its younger brother Stellar Gain CellTM preamp, in particular, with PS Stellar S300 amp? Stellar Gain Cell also is a DAC (an obvious advantage) not sure if BHK has also a DAC.

In general, which pre would  fit better with Stellar S300  (a straightforward selection is Stellar Gain CellTM of course)?

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Too bad the Herron is not balanced.

either a PS Audio BHK or a Parasound