 We just recently moved from a 2008 GL 320 CDI to the 2011 GL 350 Bluetec.   The fit and finish and additional sound insulation in the 2011 are very noticeable. There are some nice feature upgrades from 2008 to 2011 such as bluetooth, voice control, HD radio etc.  MB has definitely taken a step forward on what was already a great vehicle. The larger 20" tires on the '11 are definitely nicer than the 18" on the '08.  We loved our previous GL and look forward to even better experience with our '11. In fact already the fuel economy seems slightly improved which was already impressive for such a large vehicle.