I have the VPI Prime and have a Denon DL103r on the 3d arm. And I think it is sounds great. I am using a Vincent POH-8 phono preamp and running it into a Mcintosh preamp and out to some tube amps and some huge horn loaded speakers. I also tryed an Ortofon OM super 40 MM cartridge before the Denon, and it too sounded great. But I think the Denon had a llittle more detail in the midrange. I have also read that sending in the denon cartridge to be retiped with a better tip can make a big difference too.