I owned a B&K Ref-30 for two months, then traded up to the Proceed AVP so that I could get a better pre-amp for 2ch listening. If you like your music, and you really want to let those speakers and the Bryston amps shine, a better pre-amp will let that happen. As for not getting upgrades from Madrigal, they are offering their upgrade early next year after they release the new Mark Levinson Processor. B&K was supposed to offer an upgrade this year as well, but as of yet nothing. The problem is, upgrades cost them money, and unless it can make them some money they are not going to offer one. If 7.1 channel surround is what you want, get the B&K. I has some nice options, a good set of inputs, component video switching. It does not do balanced connections, if that is important to you. As for the Lexicon, a top notch a/v preamp because it essentially does everything under the sun. It is a little lean on 2ch music capabilities so beware. By the way, if you're willing to shell out the cash on the Lexicon, another a/v preamp you may consider is the Bryston SP-1. I've heard that with Bryston amps this thing really shines, it has complete analog pass-thru for music, and it is backed by their same 20 year warranty. Good Luck.