Well as some of you may have read, I recently installed a new headunit in the S3, I went for the Parrot Asteroid which is a pretty nifty piece of kit and does a lot of stuff. My review of it is here for those that are interested: http://www.audi-sport.net/vb/home-cinema-hi-fi-gadgets/135770-parrot-asteroid.html I re-wired the speakers to the headunit and by-passing the amplifier for the rear speakers leaving it to power just the standard subwoofer. I've since decided that the standard speakers fitted in the car are pretty poor when it comes to sound quality, at least in my opnion they are. Not wanting to live with it anymore i've decided to embark on an upgrade. Having said this, i'm not about to blow serious cash, I want to keep it afforable but half decent - the whole idea of me buying the S3 in the first place. Fronts Nothing too fancy and something that will fit behind the door cards as I don't want anything to be visible, so no clever creations with mdf and fibreglass here i'm afraid. I've been very impressed with the Focal CAs in my Mazda and so i've popped for a pair of Focal 130A1 component speakers. I plan on using some adaptors of course (AndyMac specials if I can find out where to get them..). These will fit depth wise, and will be helped along with sound deadening in the right places. Rears For the rears again i'll be going with Focal, but this time i'll use coaxials for the job and will be using Focal 165CA1. Again fitted with the relevant adpators and plenty of sound deadening. Amplifier I'm a fan of driving the main speakers from an amp and I though if i'm pulling the car apart to fit the speakers then I may as well just do the lot at the same time. Again i'm tryin to keep things small and compact and out of sight. I believe there is plenty of space for a 4 channel amp behind the rear speaker panels, probably the drivers side (in case of future AMSS upgrade needing the passenger side). I've decided on another JL Audio XD400/4. If you've not heard these little Class D amps in action then you should. Their size belies their true ability and the sound reproduction from them is astonishing really. Read up here for those interested: JL Audio XD 400/4 Amplifier Review Subwoofer I'll probably leave this for the next stage and see how the speakers bed in over the next couple of months, and then decide on sub requirements. I've always been impressed by AndyMac's solution when i've heard it in other's cars and from the reviews of it on here. Again it also ticks the "hidden from view" box which is a big plus point for me. So my shopping list for now is: 1x - Focal 130A1 Components 1x - Focal 165CA1 Coax 1x - JL Audio XD400/4 Speaker cable & RCAs 4g power cable and earth, fuses etc Rhino sound deadening material 4x AndyMac MDF speaker adaptors The speakers are ordered, so they should be with me in the next couple of days. I want to make sure I know exactly how to mount the amp, and where to channel the power to the battery etc before stripping the car down. I'll update with pictures soon!!