john i recently bought a 97 740IL. i tested the 740i and noticed that the difference in responses and accelerations where slight, at best. the IL promotes the luxury a bit more and still handles like no other 4,200 pound car out there. as a last suggestion, if cost is a consideration, IMO, the 740IL is not only the best kept secret BMW has but it is definately the best value. i got mine (Portland, OR) with 50K miles, cold weather pack, shade kit 5-spoke wheels, local car with known history, A1 condition for $31K....good luck to you...