I have had a Samsung 709 for years and been happy. The layer change was noticable and a little distracting, but not a major problem. However, I just upgraded to a Pioneer 545 and was surprised to find that for a '5th generation' player, the layer change is actually worse than my 709. Its not a huge problem, but I would have expected by now they, they would have been able to do something to make a layer change less of a problem AFter all, they can do 'seamless-branching' without any problems. All it would take is a bit of memory acting like a buffer!