LOL. just how many pre's are you going to go thru before you find your soulmate ? why not give the vtl 6.5 a try, or the 7.5 mk 2. with the right PC and ICs, the synergy with the pass amps is really nice. By the way, the occassional distance i heard with the vtl 6.5 in my intense audition of the 6.5 / ref 3 a/b was COMPLETELY solved when i moved away from the cardas GR ICs to TA ultras. in the audition i used the TA ultras only on the ref 3 due to a miscommunication of advice for the vtl. had i used the TA ultras for the vtl as well, the audition would have been 4 hours rather than 4 days. i am sure many other excllnt ICs would have revealed the same results in my system. see my review \on this site. there is most likely an impedance issue with the ref 3 and pass amp. placing both in the same system may compromise the potential of each very excellent component. if your amps+speaker combo does it for you, look into the vtl pre and keep an open mid regarding ICs. speaker/amp synergy is the first priority, though i am sure there are a handful of superb amps for your speakers should you want to keep the ref 3. call up brooks berdan in pasadena for the vtl. cheers,marc