Being in the market to purchase a pre/pro, I have a listened to both units within the past week. I found the Proceed to be FAR BETTER sounding than the Krell (I don't know how Krell manages to stay in business - maybe it's the blue light!). The Proceed did color the sound a bit, and it was certainly not as open as a high-end 2 channel pre-amp. However, for what it cost, I found it quite good. On the other hand, the Krell sounded thin, poor sound stage, and a terrible low end. The unit I am most impressed with (so far) is the CAL CL 2500 SSP. The problem here though, is that after you purchase the (required) external CL 2500 VSW video switch, your into it for a minimum of $6,000 - $7,000. Other than being expensive, this is a great unit. Good luck hunting! Ken