In another post you ask if the $299 Pro-Ject CD Box, which plays CDs but not digital audio files, would be an upgrade or a downgrade from your Denon. It would be an upgrade. In this post you ask about the $360 Pro-Ject Media Box S which plays digital audio files (though not FLAC files as your post suggests) but not CDs. Forget Pro-Ject. For not much more, the $499 Oppo 103 gives you a CD/DVD player (better than the CD Box) and a digital audio file player (better than the Media Box) all in one. And unlike the Pro-Ject, the Oppo does support FLAC.