I have both a 456 and a 365 2+2, so I can comment on the differences. The 456 is a wonderful car-- incredibly fast (OK, OK, it's not a 550 but still), smooth, reasonably quiet. A great travelling machine. And, I think it looks great. The 365 is like a time warp for me, as someone else says it gives you a connection to the glamour days of the 1960s for Ferrari. It's got a great sound, it's reasonably fast, and it's just plain fun to drive. I had them both out today, running around town. I can't imagine not having a vintage V12, but I sure like having the modern car as well! Both of them are good travelling machines, the 456 is a bit more practical for long-distance work, but the 365 excels there as well. I think a lot of US Ferrari owners misunderstand these cars. In Europe, they are designed for long-distance transportation, not for track driving or showing off at the cafe (although they work for that also). The idea is you launch off on a business trip in one of these cars for the week, and then take the wife/girlfriend/mistress down to the Riviera for the weekend. All at high speed and in grand style.