I just bought an A3.5 for my 2nd system. I did not need the extra power and musical fidelity said that both units were identical except for less transistors in the 3.5 and no phono. I am a big rotel fan, I think they do a great job at their price points. The MF, though, is exceptional. I know we all get tired of reading the reviews, but I can see why if all of their products are like this. I can even say that after reading stereophile's review on the 3.5, they didn't acutally rave enough about the unit. They usually go overboard, but in this case, there were more positive aspects to the amp that they did not even mention. The biggest thing is the exceptional pacing or timing. This amp replaced a naim 5i; a product that is known for their timing. The mf acutally made the naim sound defective in every way. I also heard the a5 when I bought my 3.5. The 5, of course, sounded at least as good. If you do an in home audition, you MUST leave it powered up for 24 hours and make sure it has at least 100 hours on it. I almost did not buy it because I didn't give it a chance to warm up. It makes a huge difference.