I changed the rear barke pads and discs a couple of weekends ago. Overall it went very smoothly, no surprises. The entire job, taking time to look over everything carefully before progressing and including going to the dealership to buy the parts, took 4 1/2 hours. There are many postings with the steps to replace the pads, I won't repeat them here. But to replace the disc is one extra step. Make sure the parking brake is off before removing the disc. It is possible to rotate the disc assembly by hand once the brakes are loose (parking brake off). Its a good idea to put chocks in front of the tires to keep the car from rolling off the stands. To replace the disc (once the calipers and everything is out of the way) took simply a good quality 5mm allen to break the flat head screw loose. I tried a cheap 'L' wrench that served to round the corners (no good!), so I picked up a 3/8inch socket driver style (like the ones from sears) that did the job nicely. With the screw removed, getting the disc off the axle/hub was another matter, it took repeated 'Taps' of a hammer and some wood (moving up from the mallet that wasn't doing much good) to break the disc loose due to a good amount of crud and rust on the OD of the axle/hub (interfacing ID of the rotor). It took almost 40 minutes to get each one loose. Im sure it would be quicker if the car were in the air, since working from the side of the car, there is only so much room the 'swing' the hammer. If you are attempting to reuse the disc (removing it to have it turned), this method may not be the best. I was replacing mine so I didn't mind if they were dinged/damaged. With the rotor off, you can clearly see the parking brake pads (mine were in good shape) as well as the 'star' adjustment screw. I took the extra time to scuff the discs with some 100grit sandpaper and orbital sander to prevent future glazing and squeaks. I dont think these rotors need scuffing, but it couldn't hurt. Some MD rotors (other models) have a protective coating that needs to be removed before installation. Put it all back together and off you go. Don't forget the replace the cap on the brake master reservoir then step on the brake pedal a few times before the brakes work well again. I didn't have to add/remove any fluid nor adjust the parking brake. Piece of cake! The parts I used (OEM) for my early build 1998 ML320 163-420-04-20 Rear Brake Pads (set) $108.90 163-421-01-12 Brake Disc Rotor (each) $82.80 for a total around $275. They were all out of the brake quiet "goop", so I used some after market stuff I had left over from previous brake jobs. So far after 500 miles, no squeaks. The wear was fairly even, the truck has 72k miles (this is 10k miles after my dealership said during my B service that I needed new brakes AND rotors because there were 'below' spec) Here are the measurements (taken with a caliper, not a micrometer); two measurements taken, towards the TOP and BOTTOM of each pad: L outer: 5-4 mm L inner: 3-5 mm (squeaker side) R inner: 2.5-4 mm R outer: 3-3 mm Specification: 2mm minimum And the Discs (measured at 5 places representing the highest portion, not down in the ridges): L: 13.8mm R: 13.5mm Specification: 13mm minimum Although I could have gone longer before the brake change and there were no warnings yet, it was interesting to note that the brake warning (a squeaker that rubs on the disc when the pads get too low, the 98MLs does not have sensors in the back) was on the side of the pad with the 'most meat' (5mm). Where another pad was at 2.5 mm, it suggests this pad would have rubbed against the rotor before the squeaker would have warned to have the brakes changed, had I waited that long. I guess in the end that would not have been so bad, since the discs were close to the limit and would have been replaced anyway.-D