Which pre/pro under 3k?

Look at the Antherm MRX 510 and 710 as well. They are receivers but lots of folks are using them as pre/pro's. Their room correction (ARC) is supposed to be one of, if not the best in the business and they forego some of the frills of the Denon and Onkyo's of the world in favor of better specs and sonic performance. I'm replacing my aged Onkyo 805 with the 510 and have auditioned it an was very impressed. Haven't received mine yet, but its on he way! My Onkyo has served me well but stories of poor quality in recent years have scared me away from them.

I followed a version of the path suggested by Avgoround. I replaced a Cary Cinema 11a with a Parasound JC-2 analog preamp. I had been using only analog bypass inputs to the Cary. If you buy an Oppo 105, that could serve as your processor. It does speaker and bass management, can switch among several digital inputs, optical. SP/DIF, and HDMI, and has fine analog audio and superb video. I connect a DirecTV HD-DVR via HDMI to the Oppo to use its superior audio and video. Stereo from the Oppo goes to the JC-2.

In my case, I need the separate preamp to accommodate a Sony XA5400ES and a JC-3 phono stage. I marked the volume control of the JC-2 at the level where it matched the surrounds direct from the Oppo to the amps using an SPL meter. Parasound offers a by-pass mod that does this with a switch, but I've yet to return mine to the factory. If you only want to play discs and TV, then you need only an Oppo 105 connected directly to your amp, and that connection can be 7.1 if your amp has the inputs. You'll want to use the stereo outputs from the Oppo for the front LR channels so you get the best sound, but the manual will tell you how to set that up.

db

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Yeah, what Avgoround said.
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Just to kinda resonate with some of the inferences here - recommending the 2ch analog preamp avenue - I remember going to quite a few sales training and "demo" seminars of both main stream AVRs and even small company esoteric electronics (Separates AV pre/processor makers) companies, over the years of being in the business...and I remember, on more than a few occasions, saying to myself, "MY LITTLE PASSIVE 2ch VOLUME CONTROL POTS IN A METAL BOX SOUNDS BETTER THAN ALL THE R&D AND EFFORT THEY ENDED UP GETTING OUT OF THIS $3-4k FLAG-SHIP RECEIVER OR PROCESSOR THEY'RE PLAYING FOR ME!!!" -NO KIDDING!!! ..it's what it is!
Lol. Just saying...they got compromises to make all that digital and critical analog parts in the same chasis!
Still, it is amazing what they've done for so cheap over the years...price wise....bang-fer-the-buck-wise