Joe, I've driven both the S and the Base. You can definitely feel a difference in power and handling with the S, but to be perfectly honest, the base model is really a lot of car. I own a base, and it's capabilities on track still exceed my abilities, and probably always will.
I had to do the IMS/RMS/AOS/Clutch, etc., when I bought my boxster, and it set me back to the tune of $5K. If I were in your shoes, I'd go for the base model with all of the work already done.
Good luck, and keep us posted!
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