Review: Linn Schulte Modified CD12 CD Player

Category: Digital

I just got my Linn CD12 back from being upgraded by David Schulte of The Upgrade Company and thought I would quickly share my experience. Right out of the box, without any burn-in time, I am simply ecstatic with the outcome. All aspects of the CD12’s performance have been significantly improved, and I mean significantly. In fact, I have aborted my plan to buy a new SOTA CD Redbook player.

I have to admit I was a major skeptic about this whole “upgrade thing”. I was concerned that the process might improve some aspects of performance at the sacrifice of others. Or worse yet, that I would get the unit back and it wouldn’t work. But after reading about other Audiogoners experience, particularly Clement Perry’s recent experience having his Reimyo upgraded, I decided to take the plunge.

The Linn CD12 is a CD Redbook only player and was introduced in 1999. It is no longer in production although Linn has a stockpile of parts to service their installed base indefinitely. Mine is the latest 24 bit model and I have had it for over three years. On a scale of “literal versus lyrical”, the CD12 is strongly biased in the lyrical direction and for many years was a reference in CD Redbook playback. The CD12 has brought me countless hours of sonic bliss.

However, in recent years new players have emerged that matched much of the CD12’s musicality while improving upon it in terms of resolution and dynamics. In my opinion, the CD12 has always been a touch laid back in those areas. And so many audiophiles have moved on to newer players, particularly those that wanted CD Redbook and SACD/DVD-A capability in one unit. Being at that cross roads myself, I began an intensive review of all the current reference level SOTA CD Redbook players. As I have a Linn Unidisk v1.1 that I use for SACD/DVD-A my focus was only on CD Redbook which comprises the majority of my CD collection anyway.

Well, as we all know, there is no shortage of great choices out there to chose from at all price points and that’s great for us as consumers. But the new SOTA units I auditioned, while improving on the CD12 in some areas, were just not enough of a “slam dunk” to get me to switch. So, being at a bit of an impasse, I ultimately decided to take the “upgrade plunge”.

While I know there are many excellent, well regarded equipment upgraders in the market, I decided to go with David Schulte of The Upgrade Company because: (1) he had lots of very positive references, (2) he had successfully upgraded other high end CD players including Clement Perry’s Reimyo and (3) he had upgraded a CD12 previously and had a clear plan of what needed to be done.

David’s approach is not to modify the unit’s original circuit designs, but rather to upgrade selected components that offer superior sonic performance versus the stock components. Further, he has other tricks up his sleeve to deal with the deleterious effects of resonance/vibration and EMI/RFI. But, he rightly keeps all of that to himself, as I would if I were him as that is his intellectual property and competitive advantage.

David was an absolute pleasure to deal with. As I wanted to minimize downtime, he called me when he was ready to operate on my unit. I overnighted the CD12 to him and he got to work. He explained the spectrum of upgrades he offers and the pricing and I ultimately decided for the “full monty” wanting to push the CD12’s performance as far forward as possible. I found David to be a no-nonsense guy. He knows from 20+ years experience what is worth doing and what isn’t and I never felt he was trying to push fluff on me. We talked several times by phone and exchanged several e-mails throughout the process to let me know how it was going. At certain stages of the modifications he would listen to the player to see how its performance was changing.

So today I got the unit back, plugged it in and let her rip. After I got my chin up off the floor, wiped the big grin off my face and listened for about an hour I got on the phone to let him now how pleased I was. As I mentioned at the outset, every aspect of performance has been improved immensely. The inherent musicality of the CD12 is fully intact, but the noise floor has been lowered significantly which is allowing new detail to emerge that was previously masked; resolution throughout the range has increased dramatically (particularly at the low end) and micro and macro dynamics have improved immensely as well. And David tells me that the Blackgate capacitors (which were part of the upgrade) improve with burn-in, so performance should only get better from here.

One of the things he told me is that most of his modified CD Redbook players outperform SACD recordings. I said okay when he told me that, but didn't really believe it. Well, I just listened to Patricia Barber's Modern Cool which I have on SACD and Redbook. And, well, he was right, the Redbook version sounds better. I'm not saying that will be the case on ALL recordings, but it was a revelation for me that Redbook could sound that good. In fact, the CD12 performance has now reached a point where vinyl will probably go by the way side for me. I'm sure SOTA vinyl is still better than what I have now, but what I have is sufficiently good at this point that I will skip the hassle of vinyl.

Well, I’m now a converted skeptic and next week I’m sending David my Runco DLP processor (his modifications are equally effective on video circuitry I’m told) and Unidisk v1.1 universal player for the upgrade treatment.

Bottom line, upgrading components is probably not for everyone, but based on my experience the price/performance ratio of upgrading versus buying new is compelling, particularly in the area of digital.

Happy Listening,


Associated gear
Dynaudio Evidence Temptation speakers; darTZeel NHB-108 amplifier; darTZeel NHB-18NS pre-amplifier; Shunytata Orion speaker cables; Shunyata Antares interconnect cables; Shunyata Hydra 8 power conditioner; Shunytata Anaconda Helix power cables; Harmonic Resolution Systems (HRS) MXR rack, Isolation Bases and Nimbus couplers/spacers/footers; ARS treated, voiced and calibrated listening room
Thanks for the review, sounds like you have a great system.

Does David Schulte of The Upgrade Company have a website?


Thanks. Yeah, I have to admit my system is sounding really good with this upgrade of my Linn CD12.

His website can be found at His e-mail address is He does modifications to just about every type of audio and video component. If you have an interest just ping him via e-mail.

Hi David,

Thanks for the link. I currently have a Esoteric DV-50s that I am considering having modified. I do have to admit though that all the secrecy does concern me a bit. All of the other modifiers seem to give more information as to what they do and what the costs are. That doesn't mean that I won't choose The Upgrade Company, but I certainly need more information than is available on the website.

Reference Audio Mods also provides mods for the Esoteric DV-50s, as well as other units. They provide much more information about what they do and how much it will cost on their website though.

The Upgrade Company may have very impressive modification services, but their website leaves a lot to be desired.

I did send David an e-mail, hopefully I can get some more information on costs, and what I get for my money.

Thanks again,

John, I think you will find that David will share much of what he proposes to do, just not everything in full detail. Good luck.

How much was your upgrade?
$999 was the price for the standard upgrade Tvad, but the full boat I went for totaled out to $1700 not including the return shipping. I think I paid $16,000 for the CD12 new, so the upgrade cost was about 10% of that.

I believe I've seen you post over on the APL board. Maybe I'w wrong about that. In any case I am eagerly awaiting the chance to listen to an APL NWO-1 or NWO-2 to compare it to my modded CD12.
Thanks, Earflappin. Yes, I post over there occassionally.
John, definetly talk with the person who is actually going to work on your unit and know it inside and out. Someone who takes the time to talk to you about your whole system and someone who has full knowledge of all Esoteric gear. Believe me, when you find this person you will be hooked for life. Earflappin did his homework and it paid off. There is no reason to re-engineer a whole unit and there is no reason to give out all the details of what is happening inside your player. All you need to do is take the leap of faith and have your ears decide if you made the right decision. Most modders will give you a garauntee, at least I know one for sure will. That would be David Schulte. What you will get back from him is something better than anything stock regardless of price.
I don't know Jp1208, looking at your answers, over 20 of your 26 answers mention David Schulte and/or the Upgrade Company. Are you on the payroll? You should disclose if you have any relationship with David.

I still have serious issues with this 'leap of faith' crap. I think it's a blessing that I question what I get for my money, or I'd be broke and my house would be filled with Mpingo discs, brilliant pebbles and magic clocks.

Another reason to know what the mods entail is re-sale value. I've been here long enough to know that everything gets sold eventually. Modifications are a bad investment, as you will lose well over 50% of your investment. Being able to describe what work has been done to perspective buyers can help offset some of the lost $$$. Telling a perspective buyer that 'I don't know what they did, but damn it sounds great', doesn't go over well, trust me, I know.

The Upgrade Company is intrigiung, because the rumor mill says his prices are lower than RAM's. However, with RAM I know exactly what I am getting. So to get the mystery $15K car, or spend $25K on a car and know exactly what you are getting........decisions, decisions......

John, as I posted earlier in this thread, David will tell you the majority of the components that he upgrades. There are really only a couple of things that he does that he holds tight to the vest. Good luck. BTW, I think it's good to be a strong skeptic in this hobby as there are so many products and tweaks out there that various people and reviewers hype that don't work. I know I have blown a fair penny on that crap over the years. David does offer a money back guarantee for that reason.
John, I am not on any payroll. I just know that the modding business is getting a lot of attention and for the help that David Schulte has given me regarding my system I am going to help him back. Not just because he helped me, but I really beleive he is one of the best or the best modders out there. I have heard a lot about Alex at APL and feel without meeting him or talking to him that he is one of the best also. After reading personal emails and testimonials these would be the two to go with. The thing about Schulte is he upgrades just about anything. I would put my faith in someone who works on the most expensive equipment out there. My thoughts are that in the long run you will not lose money on that upgrade after Schulte's name gets out there more. I dont think you lose a lot of your investement if you buy a fully modded APL unit and sell it either. I think this is what will happen with Upgrade Company units. As you know, audio equipment really is not an investment anyways. As far as selling a modded piece of equipment goes, I think the buyer would be doing the research so he would not have to ask, and that is the road we are going down. How much would you pay for a used fully modded APL 3910? Would you do your research first to see if it is something you would want or would you just ask the seller how he felt about the unit. This is a whole new adventure compared to buying a used or new piece of equipment.I truly feel like I have saved money in audio by having Schulte upgrade my equipment.
I see that tvad is selling his APL 3910 and I would not have to ask him about all the modifications inside. I just know from testimonials and personal emails that it is one great player. You would be hard pressed to find a stock player that could compete. It would come down to personal taste at this point. More than likely the stock player would have to be in the 15k range. I guess we will see what happens with that unit and what tvad does for a new one. I dont think he will lose 50% invested either.
Come on John who's corner are you going to pick? Upgrade Company or APL? I will disclose that I am in know way affiliated with David Schulte and have never met him in person. I have heard first hand the transformations of upgraded equipment from Schulte.
Thanks David, I'll have to investigate further. Maybe I'll give him a call this week, as he didn't respond to an e-mail I sent last week. The money back guarantee does offer some comfort.

John, what do you think you could possibly buy down the road that would be better than an upgraded DV50s that has been worked on by either APL or the Upgrade Company. To my knowledge from other people that have had there Esoteric's done by Schulte tell me that the stock DV50s or DV50 sounded thin and tinny compared to the upgraded unit. It was not just a slight improvement either. I have a suggestion, call Schulte and ask him to send you the little JVC dvd player he has to compare to your DV50. Maybe he would do it if you gave him a security fee. I have one here at my house but it does not have the same upgrades as the one he has now. It is still a great performer though for a ten pound unit. He would probably be afraid that you would sell the Esoteric and keep the JVC. But seriously do not sell the DV50, you want the same upgrades that went into the Linn cd12 and I garauntee you that you would not have to search for another unit. Schulte will give you that garauntee too.
John, what do you think you could possibly buy down the road that would be better than an upgraded DV50s that has been worked on by either APL or the Upgrade Company.

You are kidding, right? No-brainer, not down the road, vinyl today.

Seriously though, with HD-DVD and Blu-Ray technology now being released the DVD side of the DV-50s is already outdated.
Also, as I'm sure that you are aware, it's all about system synergy, not one piece of equipment works well in all systems. The DV-50s is hardly tinny sounding, but it is more resolving than my previous BAT VK-D5SE w/ Super-Pak. I would believe it could sound thin in the wrong system. Fortunately for me, my speakers are warm and lush (Verity Audio Parsifal Encore's), so the DV-50s helps the speed/resolution factor, but doesn't sound thin in my system. Maybe with leaner speakers such as Audio Physics/Theil/Wilson it would, who knows? It certainly isn't a problem in my system though.

One more thought, it is a tad premature to keep mentioning The Upgrade Company neck and neck with APL. Maybe one day they will be viewed in the same light, but not yet. As far as mod reputations go, TUC still isn't in the ballpark of Exemplar/Modwright/APL or even TRL. They are more competative with the likes of RAM (Reference Audio Modifications) as far as being the new kids on the block with no major reviews. Coincidently, these are the two companies (RAM & TUC) that seem to have the most experience modding the DV-50s. That's not necessarily a negative, but let's not get carried away.

Just because I'm a fan of Ridge Street Audio Designs cables does not mean that the company is the equal of Kimber. I perceive RSAD to be a better sound/$$$, but not necessarily a better value. What do I mean by that? I can buy RSAD cables for less than half the price of the Kimber Select on the used market and they sound a tad better in my system. However, when I re-sold the Kimber I didn't lose a penny. I lost about 50% of my investment when reselling my RSAD cables.

If that view bothers you I understand. Most modders don't like to look at re-sale, and they shouldn't. If you sink the money into a mod, you should plan on keeping the equipment, as it is not a good investment. If you enjoy it, great, keep it. I've been on both sides of the fence in my 28 years in the hobby. I've been the original owner/modder (The Mod Squad/EAD), and I've bought modified units second hand for crazy low prices (got a GNSC modded phono stage once for 23 cents on the dollar). For someone who changes equipment as often as I do, paying full price for a mod is not an easy thing to justify. Especially now, with all I've learned about tweaking with cables, power cords, Walker Extreme SST, Audio Points, etc.

So while I am still considering it, $1700 + shipping ($2790 for the RAM full boat) is still a good chunk of change to me. Especially if I can't recover any of it in a year due to the advent of HD-DVD. Resale on non-HD DVD universal players may well be in the toilet a year from now, who knows? Point is, these are things I have to consider. I wouldn't be playing at this level in this hobby w/o choosing wisely.

One final note, no digital gear I've heard can compete with my vinyl setup sonically. Yes, digital can be made to sound better, and it certainly is more convenient, but I gave up on ultra high end digital ($20K seperates) when I re-discovered vinyl several years ago. Perfect sound forever? I don't think so.

John, you are right regarding the dvd side to the story. I did not realize you had vinyl. What a great opportunity for someone to upgrade that DV50s to compare to your vinyl setup. I also see your point in sinking too much into the upgrade, now that I know more about your system.
I think it would be an intersting phone conversation between you and Schulte, seeing how both of you have about the same amount of time in this hobby. He started doing upgrades about 24 years ago and decided to offer his services much further.
What is the reason for upgrading if you have vinyl? Have you modded units yourself in the past? Just wondering what the owner/modder meant.
What is the reason for upgrading if you have vinyl?

Well, I do still listen to digital. As I said earlier, I haven't heard digital that approaches the sound of my vinyl, however, vinyl does require more attention. Cleaning and changing the LP or 45 can get you moving every 8-25 minutes. When I have the time, and for critical listening I always choose vinyl. However, there are many times when I listen to music that I'm busy multi-tasking (reading, working, etc) and the longer play time of digital is convenient. Also there are some recordings that I cannot find on vinyl. So I do listen to digital quite a bit, maybe even over 50% of the time.

I chose the DV-50S over a Exemplar 3910, both sound unheard, in the process of downsizing/simplifying my system. I'm selling off my cd players/dvd player and just going with one digital source. I've already sold my top BAT seperates for a Jeff Rowland integrated amp. I've only had the DV-50s for a week, and I'm not unhappy with the sound. I chose it over the Exemplar 3910 because the modded seller was not as flexible in his negotiations. Perhaps that's why he has had it listed for a couple of months now. I can't blame him, he will be taking a bigger hit finacially than the DV-50s seller, I know, I've been there. Modded units are not easy to sell w/o losing your shirt.

Have you modded units yourself in the past? Just wondering what the owner/modder meant.

I've only modified speakers, not electronics. I've done some minor tweaking with electronics, chassis damping, Bybee additions, but no circuit modifications. What I meant by owner/modder is the original person who pays to have the modifications performed. I had The Mod Squad (pre McCormack) and EAD (they started as modders too) upgrade digital players for me. Digital upgraditis is not new, I had these done about 15 years ago and lost around 70% of my modification investment dollars when I sold the units.
I felt the mods helped quite a bit, but since then I've taken to purchasing units after someone else has paid for the mods. Thereby someone else has taken the initial and most costly hit instead of me.

I'm not doubting modifications, I've heard first hand their success many times. I am considering paying for mods again, but I'm in no hurry. I do think the stock DV-50s represents a good value for the dollar, especially used.

Is it perfect? No, but what is? Could it be improved? Probably, but at what cost? Does The Upgrade Company intrigue me? Yes. Does the lack of information concern me? Yes. To be honest, I'm not used to paying money for unknown changes. I try new things, but I usually either have some idea of the technology, or have tried it before I bought it. The cloak of secrecy is not unusual, I have tried Shakti stones, Walker Extreme SST, Bybees, and many more quasi-secret items, some I've even purchased. TUC's money back guarantee may make it worth trying. I'll have to do some more homework.

I don't feel comfortable responding online anymore, as I really didn't mean to hijack David's Linn modified CD12 review and turn it into a modification debate. My apologies to you David. Once again, thank you for a terrific review, and congratulations on your newfound happiness.

John, you did not hijack the thread at all. It is about a modified unit and what Schulte has done for someone again. And I am just standing behind his findings. What is amazing is how good the unit sounds to David before the full break in period. If you look at another thread under Denon mods regarding "Pardales" Denon 9000 you basically get another view of what Schulte can accomplish after a full break in period. What I see in other threads is the evolution of the modding business and believe me the debates will probably continue, which is probably good for the business. It would be interesting to see how far back they go on audiogon. In closing, who would have thought you could take a 15 or 20k player and make it so much better?
Okay, I've now got about 160 hours of continuous burn-in time on my modded CD12. Through the first 140 hours or so the improvements were very gradual and subtle. Everything opening up more and more type of thing. Within the past 24 hours, however, there has been a step change improvement, so much so that I just called David Schulte to share it with him. The low end resolution has really improved and then the soundstage overall has opened up to a degree that I would never have thought possible with digital. My biggest problem now is dragging myself out of my listening room.

Happy Listening.
Earflappin, I knew you would come back to this thread after you had some hours on that unit. You should go through one more change after another 100 hours or so. It is usually not as dramatic as the first at 150 hours or so. I have had 3 different units in my system and it is about the same transformations. The sound is way outside the speakers which gives an incredible image. You start to play with the speaker positioning again. The better your equipment is the more you relize what this upgrade does in your system. I do not have the same upgrades as you do but I soon will. I find myself really liking songs that I didn't before.

Earflappin full break-in will not occur until over 800 hours...Enjoy!
05-15-06: Mrhiendaudio
Earflappin full break-in will not occur until over 800 hours...Enjoy!
800 hours = 6 months and 20 days of listening and/or burn-in seven days a week for four hours per day. Cut it to 3 months and 10 days of 8 hours days/7 days a week.

Who can tell what has changed over such an extended length of time?

I can't remember what I ate for lunch yesterday, let alone what my CD player sounded like a month ago.
The good news is that it sounds great now and any improvement over the next year is even better. The better the parts, wiring etc... the longer the break-in time. Same thing happens when you turn the player completely off for an extended period of time. It will take at least a 24 hour period to start filling in the sound. The Better the system the more you will notice this. Wire works the same way. If the man says 800 hours on your unit I would believe him. Leave it on repeat 24/7 if you can.
Jpl208, that's what I'm doing now is running the CD12 24x7 to break it in as fast as possible. While the rate of improvement has slowed dramatically when I play specific songs that I am super familiar with I can periodically detect some improvements that are still occuring, most notably at the low end. I'm so happy now that any further improvements are just the icing on the cake anyway.

Happy Listening.
Earflappin, you are pretty much there now. You can just sit back and enjoy the band. Most people don't even know how good there unit really is because they turn it on for a couple of hours and then shut it off. I admit I was one of those people. I have a Denon 2900 on it's way to Schulte to have the finishing touches done. It will be twice as good when finished. The buzz about the Upgrade Company's work is really starting to get around. Your timing could not have been better.
Anyone else done a CD12 upgrade of this nature ?

Im contemplating doing it but am a bit weary touching the innards of this classic CD player.