I've had one for about 2 months.
Kinda expensive. But if you've got ears, then you'll find that there's nothing in its price range that comes close. I checked it out next to the new Krell $3500 player and a PS Lambda Transport/Theta Generation IV extra fancy DAC combo ($$$$) and the Levinson was clearly superior. It's warm, somewhat laid-back, and the rhythmic pace is right on. The built-in volume control is like a good pre-amp, though it'd probably sound even better through a 380S or something comparable. Makes listening to cds almost bearable. Still don't know if one should spend so much money on a cd player, though. Nonetheless, I did.

I purchased the no. 39 about 2 months ago and have truelyrealized that you get what you pay for. The harmonic
textures reproduced by this machine are stunning! Prior to
this purchase I was a dedicated vinyl fan, but now there
are times when I even prefer the greater dynamics and bass
response provided by CD (but not always). Oddly, I do
prefer the sound when the 39 is run through my preamp rather than directly to the amp. My decision to purchase
the 39 was made after considering the Krell KAV-300CD, the
Wadia 850, the Meridian 508.20, and the Linn Karik/Numeric.
While these are all fine machines, I think the 39 is a steal at $5995!

My related equipment consists of: Krell KSA150, KRC3, KPE
Reference, VPI HW19IV, Benz-micro glider, Audioquest PT8,
JSE Infinite slopes 2A, Adcom GFT555II, Chang 6400, VPI 16.5, and assorted Cardas balanced interconnects and
Audioquest Lapis single ended cables and Midnight 3 speaker
wire.

When I moved to the USA, 6 months ago, I brought with me my trusted Martin Logan Quest Z and my Classe 15 power amp. I needed a new CD player, and preferably one with some switching power, so I didn't need a pre-amp. I auditioned the two contenders in my price range: the Proceed CDP(about 3,500$) and the Mark Levinson 39. I was planning on buying the Proceed, as I'd read good things about it and it did everything I wanted. But upon listening, the Mark Levinson stole my heart. I was able to audition both players in a set-up very similar to my own. From the first track of the first CD, it became clear just how special the 39 was. The bass went deeper and had more definition. The mids were more liquid, and the treble was crystal-clear and airy, without any sing of tizzyness. The soundstage was wide and stable. I could walk around Eric Clapton, doing his "Unplugged" thing and I could pinpoint where his foot stomped the stage, tapping the beat of the song. With every track played, the difference between the two players became more apparent. My wife (a total NON-audiophile, but with golden ears)heard the differences just as clearly as me (and she didn't know which was the more expensive player)and described exactly what I heard.Furthermore, as the other sources in my main system are all digital (Sony DAT player and Sony Minidisc recorder), they can all be hooked up to the 39's digital inputs and outputs, thus benefiting from the 39's excellent DAC on playback. The analogue volume control (smallest increment 0.1 db) is a godsend as well.
I haven't auditioned the Krell KPS20il (twice the price of the 39) or the new Wadia 850 and 860, but this Mark Levinson 39 stole the show and I had to go home with it (and I did).

Last week, I got the Mark Levision No.39 from a audio shop. First of all, I thought it might be a little bit better than the Proceed. However, I was wrong.It was amazing!!! I could not believe the sound from my speakers (Thiel CS6) was much more clear, and more detail than before. The background music was
so clear......that was really an enjoyment to a stereophile. At this price range,
$9000 (Canadian), it is really the best because it has everything that High-End C.D player should have.

I just installed the Levinson 39 and it is the product that I have been searching for all my life!(Small Embellishment)I had a Krell KAV 300cd for 6 months and just traded it in for the 39. I did an extensive A/B with 39 and 300 with a variety of music - Coltrane, The Verve, Allman Brothers, Marley, Bach plus acoustic folk and old blues - and the 39 brought me closer to reality in all senses. ( except for Bob Marley where the agressiveness of the 300 punched the reggae bass to skanking proportions). Recording quality of all test pieces differed dramatically and the 39 resolved all sonic difficiences and brought forth the music to a visual level. Cannot say enough good things.
Associated gear:
Levinson #39 CD
Krell FPB 200 amp
Krell KRC-3 PreAmp
Dynaudio Contour 1.8 Speakers
Tara Labs Master Gen2 Xlr Interconnects and Speaker Cable

I agree the ML No.39 is one of the top single box players out there right now. Has good resolution and dynamics, but compared to the Goldmund 39DA player the No.39 still seems a tad dark sounding like the rest of their electronics. A two box affair like the Spectral transport and Spectral Pro 2000 DA via the spectral link will vastly increase tonal purity, low level resolution and more air up top (caveat: has to be properly matched in a full Spectral system or it can become lean and tilted in the treble).

the 39 is an outstanding product, though today many units (especially separate transport, d/a) will test the 39. initially i bought the unit and used it's digital volume control with my ml-2's. the unit DOES sound better with a very nice preamp, though if you use a moderate preamp, the 39 will give your preamp a run for better overall sound (be prepared to spend serious money on a preamp that will enhance the 39 instead of diminishing its resolve). i simply love the unit for its functionality and overall grace. the biggest surprise was its ability to make digital sound so gracefully analog and sweet to the ear while reproducing high and low end frequencies with stunning accuracy. it may not be a better experience than an exceptional vinyl recording, but i would expect one to have to pay some serious money for an analog front end in order to compete (something i cannot justify myself doing, mainly because i have well over 1,000 cd's).
related equipment: MLAS ml-2 mono amps, levinson 380s preamplifier, vienna acoustic beethoven loudspeakers, audioquest balanced interconnects (diamond x3), audioquest speaker wire, marantz cdr-1 professional cd recorder, api power wedge 114, tara labs decade ac power cords for the amplifiers only.

The Mark Levinson 39 is a very detailed and solid player that does many things well, but it just doesn't grab me in the way other players, even cheaper ones, do. While at an audio store in Edmonton I heard a full blown Mark Levinson set up with Thiel CS 3. speakers and to be honest I kept wanting to go back to the first demo room where I had heard a top notch exposure set up through Royd Albions (The whole shabang about 1/4 of the Levinson fronted operation in the second room). There was something so natural and pure about the Royd/Exposure sound that made the Levinson system seem dead and uninvolving. Sure there was detail, bass, clarity, etc, but there was a certain timing element that was missing and a certain "gestalt" that I left wanting. Don't get me wrong, the Levinson is a fine player, and I perhaps didn't even hear it at its best, but there are others out there that cost less and do a better job. I'm a naimee can't can't see how What Hi Fi could have put the Levinson in front of the CDS 2. In fact, the stand alone CDX is better than the Levinson as well. This is all subjective and I tend to prefer the maore natural british sound provided by Naim, Linn, Rega, and Exposure, to the sort of smoke and mirror approach of the American systems.

The Mark Levinson 39 is truly one of the best cd players out there. I have compared it in my own system to the Sonic Frontiers SFCD-1, Wadia 860 & 16, and the Sony XA7ES. While these other players are very good and have their own stregnths and weaknesses, it is the 39 that sounded most like music to me. It just has a naturl, well balanced, detailed sound that other players just don't seem to be as good at. The 39 is a beautifully built, wonderful sounding unit that will provide top-notch sound for years to come. Highly recommended!!

Great looking unit, fits into more stands than most CD units, great features

Does not like CD-R Discs, oh what a shame

Overall I must say that I am quite disapointed with this unit. The sound quality is excellent very transparent, good highs, and lots of uumpf on the low end as well.

The features are quite impressive as well, programs lists that it remembers, volume control, and a good solid remote.

Now for the downside and the reason why I'm returning it, this product does not like any brand of CD-R i've tried several types, Maxell, BASF, Kodak Gold, Sony XO, HHB gold and silver discs. Put them in the player and watch what happens, sometimes it will read it sometimes it will not, you will get a bad disk error message, now take the disc out and pop it in a cheap player or DVD player and the disc plays. And thats not the end of it, the unit I had would actually CHEW and I mean CHEW the CD-R discs upon ejection, I have 3 discs that it has chewed from 2 different manufactures (yes I did try to recalibrate the tray after the 1st chomp). Now by a chew I mean that the unit pinched the discs between transports tray and housing severe enough to tear the disc, and a big tear about the size of pencil eraser.

Now some of you might say so why use CDRs, two reasons I have a several of CDs that are no longer available, I copy them and listen to the copy keeping the original protected, a disc that you like that you can't buy anymore is priceless!!!, imagine how I would feel if the No 39 would have chewed one of those discs!!!! Reason two is mixed music.

At any rate I have lost my confidence in this product no one wants to spend $10,000 on CD Player that chews discs and won't read what ever other CD player on the planet will read!!!