The car was given a front styling based on the work of French engineer Paul Bracq.
The rear featured small tailfins, subtle compared to the fintails' and evocative of the later squarish styling of the W108/W109.
The 280 SE was powered by the new 2778 cc M130 engine, which produced 160 hp (120 kW) at 5500 rpm. Top speed was hardly affected, but acceleration improved to 10.5 seconds (13 with automatic). Inside the car received a wood veneer option on the dashboard and other minor changes, including door lock buttons and different heater levers.
Despite its smaller engine, the 280 SE could outperform the early 1950s M189 powered 300 SE, resulting in the more expensive model's retirement.
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