Pro-Ject RM-5 or Xperience

Wanting to upgrade my turn table. Going from a Denon DP-33F(direct drive auto). To either the Pro-Ject RM-5 or the Xperience. Funds are a factor, is the Xperience that much of a better table? I also want to get a new phono stage leaning to the big project phono box I think the SE model $300 vs $120. And maybe the $120 pro-ject speed box. I'm pretty sure I want to stay with Pro-Ject, local dealer carries that line and Denon. Would prefer to go there instead of online.

Any help would be greatly appreciated.
I have not heard a 33f for over ten years, but I have auditioned the RM-5 recently and I think that it would be a big step backwards. You will have to spend way more to get a noticibly better phonograph than the Denon. I would put the money into a nice new cartridge and phono stage. There are many good phono stages for around $250.00; Black Cube, XLP3, Gram Amp 2, for a few bucks more a Phenomena. Search the archives for nice cartridge recommendations.
I purchased an RM-5 in January and really like; don't think you can go wrong with this table.