The price differance is around $5K or so between the base & S model. The Type S actually does represent some decent upgrades:- larger, 3.5L motor w. 28 added hp, plus added low-end torque- A-Spec kit (includes body fairings, upgraded wheels & tires, Brembo brakes, sport tuned suspension [stiffer ride], upgraded steering wheel) The A Spec kit has been available in the past for the base model TLs and it's been running around $6K- sportier interior- NAV- backup camera- cosmetic upgrades surch as exhaust tips & grillIf you add all the above up, it would run a lot more than the differance between the two models...so in that sense, the Type S would be a good buy.However, you can get near Type S performance from a base model w/o spending terribly much:- AEM cold air induction is dyno verified to add ~ 20 flywheel hp min. to the 3.2L motor -- cost ~ $300- COMPTECH (now defunct) made a nice catback exhaust system that added ~ 9 flywheel hp to the base model. GREDDY is soon to release their version which will probably exceed COMPTECH's output -- cost ~ $1,100- adding upsized swaybar reduces understeer in cornering -- cost ~ $150- adding cross-drilled front brake rotors & SS brake lines will improve breaking efficiency, reduce fade, and stiffen pedal feel (IMO, brakes are great on the base model as is) -- cost ~ $500- upgrading struts and/or coilovers will provide for a more 'sport tuned' ride -- cost ~ $800+The above numbers ommit labor to install.Personally, I'd buy the Type S if the following things were true:- I want a new TL w. a 6spd MT (the '07 base model is only available with an automatic transmision)- I want the fastest platform available (the Type S can also be modified for even more performance)- I want more performance thant the base model & I don't want to mess with after-market upgrades