Rich, I don't think it's possible to determine from the specs alone, whether or not the 963SA will sound better than the ES players for redbook--upsampling or not. For example, the Panasonic RP-82 which I owned until recently, was no match for the modified Sony 775 which I own, despite the former's ability to upsample. That said, the 963SA supposedly has 6 DACs, which I read somewhere were the same ones used in the Classe SACD player. Still, a lot of the final audio output will depend on the implementation of the DACs, circuit design, isolation, etc. I think we'll have to hear one before being able to decide on the audio quality of the player. Problem is, the funky distribution that Philips uses is going to make in-person auditions difficult to say the least.