The downside - None to speak of (piano gloss option maybe?). I was shopping for a replacement to my two older (Mirage) ported subwoofers that would compliment my Audiovector QR3 main speakers (powered at 200w RMS each) with more musical accuracy and precision. I was worried that I might require 2 subwoofers or that a sealed sub wouldn't be enough for my 3200 square foot space. WRONG. This sub is tight, accurate, and has WAY more power than I need. Great for music, powerful for theater. My wife had the entire house shaking one night with music alone. Perfectly compliments my Audiovector mains. ARC works very well. This sealed sub really sounds so much better to my ear than ported designs I won't be going back to ported. I can also say that I don't feel the need to have two subs. It also helps that this is manufactured local to me as I do like to support my local economy.