The S4 is an excellent automobile. Can't compare it to a 3-Series, but I did own a couple of 540's - a '97 6-Speed and a '98 automatic. After owning the 540iA I realized that I would never have anything but a manual transmission again. An automatic just removes the soul from the car. I never driven an SMG, but I might get an opportunity soon in a 360 Modena.