I ran out of time to wait for the Outlaw pre/pro option and the Onkyo 898 and went ahead and purchased the 4802. My previous system consisted of a Caver 705x 5 channel amp and the Carver 5.2 speaker system (this is the setup with two subs in the towers driven by a 300watt amp that is inside the center channel speaker--a very good set for film soundtracks, and quite respectable for music as well--at least in my opinion.) I was using a Sony ES receiver as a pre/pro. I considered, as many of you have, using the Denon 3802 as a preamp, keeping the 705 and adding a two-channel amp for the additional 2 rear speakers. However, for me this was not an option as I needed full bandwidth support for HDTV (the 3802 does not provide this) and I just got tired and weary of the clutter and effort needed to install and/or shift so many wires, etc., to support all the units or just to integrate a new piece. I have found the Denon's sound production remarkably close to the results from the Carver amp. This amp was reviewed quite extensively when it was originally available with an assessment of excellent for film, acceptable for music, with the usual reviewers terms along the lines of not as "warm" as competitors, very good but soundstage somewhat limited, etc. I have read reviews, comments here about how the Marantz amps are "warmer" compared to Denon and others but I must say the soundstage is well defined and I am quite pleased with this new receiver. If possible, you ought to do some A/B comparisons with with separates versus a receiver like the 4802 before rejecting a receiver based option over the usually much higher expenditures needed for separates. The setup for the Denon is not that intuitive (at least for me), and the remote's extensive multiple pages are not all that easy to work through (I actually have to read the manual!) and takes some getting used to. You must be hooked up to a monitor to complete the setup--confined to on-screen selections. However, the complexity is matched by enormous flexibility in configuring your system (assigning inputs, etc.) and when I finish I will have a very accessible and flexible system, both for multi-room applications and all the various inputs and sound options I am setting up. Also, not that this is unique with the Denon, but the DPLII actually achieves the hype, an excellent process for two-channel input (especially cable based films.) Overall, the Denon 4802 is quite a piece, a bit pricey given its' competition (e.g., the new Sherwood Newcastle 963 is more than $500 cheaper), but providing about every sound/video output option I could consider and with a receiver based amp that rivals (sonically) what I came to expect from a good amp ( I know, coupled with somewhat of a compromise in a receiver based pre/pro.) Now, how to afford that Kenwood 5900m DVD changer to complete the upgrade?