THE 1996 Acura 3.5RL sedan is the best Oldsmobile that Honda Motor Co. has ever made. But the problem for Honda is that Oldsmobile, in many respects, makes it better.

That assessment is based on subjective comparison drives of the 3.5RL, the Oldsmobile LSS and the Oldsmobile Aurora.

I had assumed that the higher-priced 3.5RL would kick Oldsmobile's butt, especially in ride and handling. I was wrong.

Both the LSS and Aurora left the 3.5RL listing and yawing in the curves, and doing a weird little front-end dip in hard panic stops. I drove the same roads in the LSS and Aurora, and found big-car perfection in tight curves and hard braking.

But the comments of family and friends bolstered my conclusion. "This is an Acura?" one of them asked in the middle of a run from Washington to Richmond. "It feels like one of those big American cars," said another passenger. "Like an Oldsmobile or something," said the passenger who asked the Acura question. "Yeah, like a car for older people," said the second passenger, who just turned 30.

Background: The 3.5RL sedan replaces the Acura Legend at the top of Honda's luxcar lineup. It is a car for older people, as are most luxury cars costing more than $30,000.

But the difference is that the 3.5RL has none of the Legend's pretensions of youth. There is no attempt to be sporty. Instead, the 3.5RL is a motorized boardroom, replete with plush leather seats and burled walnut inlays. It is cavernous, designed to seat five adults who have eaten well -- all of their lives. And in many ways, it is an ironic piece, which allows it to be compared with the similarly equipped and designed Oldsmobile Aurora.

Both Honda and Oldsmobile are trying to keep up with baby boomers, but they're chasing them from different directions. Honda always did a better job of running with the pack by producing simple, sporty, cute cars that boomers in their twenties and thirties adored. Oldsmobile was totally out of sync -- turning out gargantuan, unwieldy battle wagons that appealed to the boomers' parents.

Now Honda finds itself trying to develop cars to attract older people, and Oldsmobile finds itself trying to give some youthful appeal to cars that older people once bought. It is a convergence that favors Oldsmobile, which has more expertise in working with older Americans.

What Oldsmobile understands -- and Honda apparently doesn't -- is that padded luxury is no longer enough to please buyers of big cars. Oldsmobile learned that those buyers also want power and performance, with a little finesse. Honda, judging from the ride and handling of its 3.5RL, still hasn't got a clue.

Here are some particulars: In addition to its all-things-imaginable luxury package, the 3.5RL comes with an all-new, all-aluminum, single-overhead cam 3.5-liter, 24-valve V6 rated 210 horsepower at 5,000 rpm. Torque is rated 224 pound-feet at 2,800 rpm.

By comparison, the Aurora has a heart-thumping, double-overhead cam 4-liter, 3 2-valve V8 rated 250 horsepower at 5,600 rpm, with torque rated 260 pound-feet at 4,000 rpm. Some auto engineers consider Aurora's engine less environmentally friendly, but, frankly, when Americans are spending serious money, they want a car that goes!

Both the 3.5RL and Aurora are front-wheel-drive sedans with all of the appropriate safety equipment: dual front air bags, traction control, anti-lock brakes, enhanced side-impact-crash protection. Both have four-wheel-independent suspension systems. But the 3.5RL's suspension embraces the traditionally soft American ride, whereas the Aurora offers a harder, European-type ride.

Both cars seat five passengers comfortably. But the Aurora can carry more of their stuff in 16.1 cubic feet of trunk space, compared with 14 cubic feet available in the 3.5RL.

Complaints: About the 3.5RL -- the unbelievably soft wallow of it all.

About the Aurora -- I still hate the extreme curvature of the car's rear window, which obscures rear vision.

Praise: The 3.5RL: Honda got the comfort-and-convenience package right. This car does everything except serve you dinner. The Aurora: also high luxury, but a heck of a lot more fun to drive than the 3.5RL.

Head-turning quotient: The 3.5RL: Hey, don't I look like a Benz? Don't I look German? The Aurora: Yo, bro. Say what? 'Ahm hip, flip, a rocket ship.

Ride, acceleration and handling: The 3.5RL: soft ride, squirmy in corners, good acceleration and braking. The Aurora: firm ride, boffo acceleration, brilliant handling in corners. No wallow. No dip-and-duck in hard braking.

Mileage: The 3.5RL: about 23 miles per gallon (18-gallon tank, estimated 402-mile range on usable volume of recommended premium unleaded), running mostly highway with three occupants and light cargo.

The Aurora -- about 23 miles per gallon (20-gallon tank, estimated 448-mile range on usable volume of recommended premium unleaded), running mostly highway with two occupants and light cargo.

Price: Both the Aurora and 3.5RL are loaded, meaning that almost everything on them is standard. Price as tested for the Aurora was its suggested base retail cost of $36,000 (plus an estimated $300 luxury tax and transportation charges). Price as tested for the 3.5RL was its suggested base of $41,000 (plus an estimated $800 luxury tax and transportation charges). Estimated dealer invoice for the Aurora is $32,400. Dealer's invoice for the 3.5RL was unavailable.

Purse-strings note: Compare with Mercedes-Benz E320 and E420, BMW 5-Series, Lexus LS400 and Infiniti Q45.