One of the few benefits of crossing the half century mark on your biodometer is that you can save money on high-end sound systems. Elderly ears just can't get those high frequencies anymore, and your bio-signal processing just doesn't seem to work as well as when you were in your 20s. (For disclosure, I'm not an avid audiophile. But my younger ears were well trained at Gold Star Recording Studios, where I worked as a technician when I was in college). Thanks to the accommodating staff at the Santana Row Tesla store in San Jose, I was able to do some critical listening to some familiar 320 bps reference music that I brought with me. I compared both the standard and the Ultra High Fidelity Sound systems in two Model Ss. I was hard pressed to find a difference. Even the low-end wasn't that much weaker without the sub-woofer. I was really surprised. Both systems sounded surprisingly good. My only (minor) complaint was that the sound stage seemed a little weak on both systems. And if you're a fan of high-energy, seat-shaking bass, you'll be disappointed with either system. My advice to prospective buyers is to listen to both audio systems before forking over another $2,500 to Tesla...especially if you're past the half century mark.