Need to replace my Denon 2910, have $400?


I have $400 to spend on a new player and would like to see if I can get an upgrade over my old Denon 2910. Its been an incredible player but it no longer reads disks :(

Any suggestions are great!

System:
Denon 2910
Onix SP3
AV123 Strata Minis
vedder323
Ill just be using it for music, nothing else. I actually dont even care much about the SACD/DVD-A. Ill look into the Marantz, is it regarded as a better sounding option than the Denons?
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Never thought about going Rega, what about the Apollo? Is that better than the planet? I think I might be able to stretch my budget to $450-500 and land one of those?
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Marantz & Denon are owned by the same parent company, D&M Holdings, Mahwah, NJ-USA office. I believe Marantz is considered the higher end line. So yes to your question comparing the two (just my opinion).