I went from a CAry 303/200 to the 306/200 to the EMC1 Mk2 to the Memphisto 2 to the ML 390S. Each was a set up in musicality and I could not be happier with the 390S. It let me sell my Hovland (a great pre-amp) and get better sound directly into my amp.
I need a preamp in the chain because I have several other sources. I can afford the 39 or the 308 (used that is) but would not be able to afford the upgrade on the 39 anytime soon (though it is nice to know an upgrade is possible).