For four decades, the Mercedes-Benz G-Class reigned supreme as a military-inspired design icon, wildly popular despite remaining essentially unchanged.

But now, as Rolls-Royce, Lamborghini and other premium marques enter the market, the German automaker has domesticated the once-unruly off-roader, with smoother handling on pavement, more shoulder and legroom, and better cupholders.

The modernization is crucial for an aging luxury SUV trying to stay a status symbol in a sea of newcomers. For its 40th birthday, the G-Class received an extensive facelift, carrying over only a handful of elements—among them, the exterior-mounted door hinges and prominent spare tire—and updating the rest.

“There are only so many band-aid fixes any automaker could do on a vehicle design that was nearly 40 years old,” said Ed Kim, vice president of industry analysis at marketing research and consulting firm AutoPacific. “Any vehicle developed as a military vehicle nearly four decades ago struggles to meet modern expectations for ride, handling, and refinement.”

That’s important to G-Class customers, a valuable demographic who could easily afford to buy a rival SUV. According to the automaker, nearly a third of G-Class customers report incomes over $1 million. Without a significant overhaul, Mercedes’ longest-running production vehicle would risk losing customers to other brands as well as its cultural relevance as an aspirational suburban fixture.

Mercedes is betting that the bid to increase comfort, luxury and off-road capability will help attract new customers and retain old ones. The latest incarnation has been groomed for attention from birth, retaining Arnold Schwarzenegger to showcase on stage during the Detroit Auto Show the SUV’s unexpected luxury features such as massaging seats and 64-color ambient lighting.

For its second generation, the G-Class draws power from a new 4.0-liter biturbo V8 engine. Mercedes has enhanced its off-road prowess with nearly 9.5 inches of ground clearance and a “G-Mode” that adjusts driving dynamics to handle tough terrain, from sand dunes to swampland. Meanwhile, it comes equipped with several of the same luxuries found in Mercedes’ executive sedans such as contoured leather seating and twin touchscreens.

For the first time in its 40-year history, the G-Class also sports a secure place to put a beverage, a definitive sign of its domestic aspirations.

Starting at $124,500, the burly, 416-horsepower SUV is priced above the Maserati Levante and most Range Rover models but below the Lamborghini Urus, Bentley Bentayga, and Rolls-Royce Cullinan. The 577-horsepower AMG G63 variant begins at $147,500. Mercedes expects the AMG model, which takes 100 hours to build by hand, to comprise half of new G-Class sales.

That’s a sum Mercedes believes its customers can easily shoulder. G-Class buyers report a median income of $712,500, compared with $500,000 for Range Rover customers and $225,000 for Porsche Cayenne buyers, according to AutoPacific’s 2018 New Vehicle Satisfaction survey.

“For us, it’s more about keeping the G-Wagen modern than reacting to new competition,” Gunnar Güthenke, head of product for the G-Class, said at the Geneva International Motor Show in March. “Many of our customers don’t only have one car; they have several. It’s less a choice between other vehicles than a choice between other investments.”

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