Threshold T2 Versus Mark Levinson 38S

I have an opportunity to purchase a Threshold T2 or a Levinson 38S. I would like to hear thoughts on which one might be a better purchase.
I'll be using them with a Threshold S450E and B&W 801 Series 3
Any thoughts would be appreciated.
I've owned both of those preamps, and IMHO the T2 was the easy winner. I thought the T2 was much more natural sounding than the 38S, and had better dynamics. I also had a Krell KRC-HR, which I thought was better than the ML 38S, but not as good as the Threshold T2. As you can tell, I didn't really care for the 38S, it's presentation was waaaay too forward for my tastes. I felt like I was transported to the front row center, where the singing drowned out the music. I prefer a more laid back presentation, more like mid-hall, where the musicians can be heard as well as the vocals. YMMV.
I felt the T2 was the best SS preamp I've auditioned. I'm now using strictly tubes though.

I would think the T2 would have better synergy with your Threshold amp too.

I had both these preamps many years ago. I tend to agree with Stereophile's comments when they reviewed the T2 and toward the end of the review compared the T2 with the ML38S. The T2 is much warmer, richer with fuller bass. The ML38S is faster has more detail and resolution. However, in comparison to some other high end preamps (like Pass Labs X-1) neither would be considered as having extremely high resolution if that is important to you. I also found the remote volume control on the T2 crude (with clicking sounds as it changes) compared to the ML38S, which to this day ranks as one of the most sophisticated and refined.
I have the same speakers B&W 801 Matrix S3 and I am also a Threshold lover. I currently have the T2 modified by Jon Soderberg and a pair of T400 bridged to monoblocks. The sound is warm and musical with a lot of dynamics. One thing that you need to be careful matching a Threshold amplifier with another brand pre-amp is with the pre-amp's impedance output spceially if you are going to use the balanced connections. Threshold amps requierd a pre-amp with less than 100 ohms in the impedance output on XLR to work fine otherwise you will have somebuzzing noise coming out of the speakers (I speake by own experience).

I had the S405e before. It is a great amp and will run the 801s fine but if you really want them to sing their best I would recommend you to move up to a S550e at least or even better a pair of S12e or what I did a pair of T400 bridged at monoblocks.