Yesterday a friend and I went to test drive a Mazda CX-9 as we had forms to get a $25 Circuit City gift card for trying one (we also went to a Ford dealers next door to test drive a Focus for a $50 Best Buy gift card but they didn't want us to put miles on it if we weren't gonna buy and they were busy so they just signed our forms and we headed to the Mazda dealership). After filling out a test drive form the lady gave us the key card for a fully loaded CX-9. The throttle was jumpy off the line with a decent amount of get up and go but the 3.7 liter V-6, 273 hp/270 lbs-ft engine struggled in passing maneuvers. The AWD was horrid and I put the entire thing totally sideways and almost crashed it into a ditch on a snowy driveway in the woods after giving it just a little gas around a corner. The ABS sucked big time and the entire vehicle slid about 50ft after slamming on the brakes at just a bit under 20mph on a snow covered driveway. The 6-speed auto shifted fine in normal mode but in sport mode it shifted really hard and slowly when pushed. Lots of body lean when changing lanes and the 20" rims and tires didn't help that and it rode like a boat. The vehicle felt like a real pig and was a bit hard to see out of when changing lanes. Gas mileage wasn't great for a V6 at 22 highway and 15 city. All black with black leather interior. The seats were decently comfortable but the passenger seat only had 4-way seats and the drivers seat only got the added tilt setting (no lumbar support control either). Window controls couldn't be reached without leaning forward in my seat (I'm 5'10") and you really had to lean for the side view mirror controls which makes adjusting them really difficult. Dash gauges were fairly easy to read but everything became very hard to read and dark when you turned on the headlights during the day even with the brightness turned all the way up. Steering wheel felt good and fit and finish was pretty good. The vehicle has one of those cards that you keep in your pocket to start the car but you still have a key like area to turn to start it. Why couldn't they just have a press button start which would be much easier and classy. It was hard to rest your elbow on the door rest or center console while holding the wheel (just the tip of my elbow reached on either side) which wasn't very comfortable. The driver didn't have much foot room although the passenger side did. The large center console (which did have an aux input and power connection inside it) didn't leave much knee room which would really suck on long trips. The rear power lift gate was nice as was the 3rd row fold down seating which was fairly easy to access as the 2nd row seats tilted forward and slid forward but there wasn't much room for adults in the 3rd row. The model we test drove was the Grand Touring and had all the options including the navigation system, BOSE sound system and rear-view camera. The navigation system voice commands didn't work well and the graphics were worse then my old cell phone's GPS (3 year old phone) and looked like crap. The volume knob on the radio is a big reach for the driver (although it does have steering wheel volume) as are the buttons on the passenger side of the navigation display. The climate control info is shown on the display at the top but is too tiny to be easily read at a glance while driving and a the climate controls were complicated. The BOSE sound system sounded like crap with way too much treble even with the bass turned up and treble turned down. Rear view camera was decent quality but poorly aimed and didn't have a very wide viewing angle. 2008 Mazda CX-9 Base price: $29,400; price as tested: $40,240 Engine: 3.7 liter V-6, 273 hp/270 lbs-ft Transmission: Six-speed automatic, all-wheel drive Length x width x height: 199.6 x 76.2 x 68 in Wheelbase: 113.2 in Curb weight: 4312 lb Fuel economy (EPA city/hwy): 16/22 mpg Safety equipment: Dual front, side and curtain airbags; anti-lock brakes, traction and stability control Major standard features: Three-zone climate control; leather interior trim; power windows/locks/mirrors; cruise control; 18-inch wheels; tilt/telescoping steering wheel; AM/FM/CD player with MP3 capability; Bluetooth hands-free interface Full specs can be found here. Summary: Decent vehicle but not worth the $40k at all. MAYBE $30k but likely less.