2004 Fleetwood Southwind. Buy or pass?

I looked at a 2005 32FT Southwind when I bought the Bounder. It had standard items that were optional on the Bounder, or not available. The 2004 F53 chassis with the 310hp 2v V10/4spd trans is a great drivetrain. 2004 was the last year before the Southwind went to full body paint. Bounders were always a year (or two) behind the Southwinds and Pace Arrows when it came to optional items becoming standard, or full body paint. NADA low retail is around $40k, so anything less than that would be a good price.