 I test drove TL S-AWD, BMW 335 X drive, and G37 X.  BMW 335 gave me the best driving experience in terms of acceleration, handling, brakes, and comfort.  G37 was good too but not as good as BMW.  I bought the G37 because I got 6 grand off MSRP and it's roomier inside.  I'm sure it's a lot more reliable than BMW.