From osultan@cisco.com: Since a few of you have asked, this is what I found out about the Bose system in my 99ML430. First, the six-speaker stuff is seriously misleading. It is really four speakers. The front speakers are 2-way coaxial speakers: a 6.5" woofer and a tweeter mounted together and wired in parallel, with a simple bipolar capacitor as a high-pass filter for the tweeter--strictly low-tech. The rear speakers are one-way 5.25" speakers. The "sub-woofer" under the driver's seat is a 6-8" driver in Bose's usual transmission line enclosure. I could not tell if the amp for the sub is in the black box, or located somewhere else. The impedance on the door speakers, both front and rear, is 2 ohms, which is lower than most speakers, but higher than their usual 0.5 ohms. Electrically, this is different than Bose systems that I have in the past: the speakers are not amplified, they are driven by the head-end like a normal system. All connections are friction-type and clip-type so their is no soldering needed. This means that upgrading the speakers alone is relatively simple--with a few caveats noted later on--but upgrading the head-end alone is a tougher proposition, since few amps can drive a 2 ohm load. Based on the cost of the base system and the upgrade in the ML, I am disappointed by the quality of the components I have encountered so far. The speakers are strictly middle of the road quality and engineering--the drivers are paper cones and they do not even appear to be coated. The tweeters are pretty generic looking and the rear speakers are only one-way. As I said, once my radio extraction doohickey shows up, I will take a look at the head-end and will report back on what I find. So, I chose to upgrade to MB Quart PSC 216s--a component style speaker setup. I am very happy with the results. The main concern is the sound end up bright--a result of the tweeters being mounted up higher and (I am guessing) the equalization curve built into the Bose amps. One of the reasons I chose the MB Quarts is that the xover allows me to attenuate the treble up to -6.0 dB. If you choose to upgrade with another 2-way, you can get the same effect, more or less, by using the treble tone control. Installation wise, it was pretty straight forward: 1. I popped of the door panel--a process discussed other places on this list. 2. I chose to put the tweeters in the sail panel by the A-pillar, using the angled flush mount, so they tweeters point towards the passengers. This was probably the hardest part, since I had to cut into the sail panel. There is only a small area to place the tweeter, since the hole has to clear the dash when the door is closed and the mounting clip on the back of the sail panel. You can also surface mount if you are squeamish about cutting. MB Quart provide a stick-on template, which greatly facilitates things. In an inspired move, the day before I planned to put the speakers in, I popped off the sail panel, took it into Home Depot, and had them mix me up some custom tinted semi-gloss enamel that perfectly matches my Sand interior. I put the paint into a sprayer and painted the grille and housing before assembly/installation. 3. The woofers drop directly into the existing housing, so they took all of about 30 seconds to install. 4. I wired everything to the xover and attached it with velcro to door panel in the area behind the cutout for the woofer (i.e. if you pop out the woofer, you will see the xover). If you go the xover route, look for one that is really small, or is flat/skinny, since there is not much space back in the door with the speaker housing, structural steel beam, and window lift mechanism. 5. Re-assembled everything and voila! So, for me, the effort is worth it. I have a lot more of the acoustic qualities I am looking for. The tonal balance is not quite right--I ended up using the xover to attenuate the tweeter by -3dB to cut down on the brightness, but it is not worth messing with further until I figure out what I am going to do with the electronics.