I was in Best Buy at lunch and they replaced the floor model PB12 with an S120PII Subwoofer. This is a 400W front firing JBL unit. I like my PB12 for $299 but this unit $449 at JandR (free shipping) was just incredible (at least I thought so). It certainly looked of higher quality. The 400W plate amp covers the entire back of the unit (almost). Did not measure it but it is significantly heavier and bigger than my PB12. Now Best Buy does not have the greatest audition capability but it was obvious that this subwoofer would easily outperform my PB12 with regard to music (HT can't tell). I really am not familiar with how good other $449 subwoofers are but this unit is definitely an improved unit over the PB12. Yes it is $150 more than I paid for my PB12 but it outclasses the PB12. This unit is certainly worth an audition.