In summer of 1965 Mercedes-Benz launched its new replacements for both W111 and W112 sedans, the W108 and W109 respectively. In a bizarre^[ twist of fate, this car's design was based on the W111 coupe, but widened and squared off, as the fintail fashion was quickly eroding by the mid 1960s. Design work on a future new chassis that would fully replace the Ponton-derivatives which both W111/W112 and W108/W109 were, was well under way (the concept car of the first S-class was shown in 1967). Given these two facts, Daimler did not develop a W108/W109 two-door vehicle at all and continued production of the W111/W112. However both models were modernised; the 220SE was superseded in early autumn by the 250SE which featured the new 2496 cm³ M129 engine, producing 150 horsepower (110 kW) at 5500 rpm, which gave it a significant improvement in top speed, 193 km/h (120 mph) (188 km/h (117 mph) on auto), and 0-100 km/h acceleration 12 seconds (14 on auto). Visibly the changes only affected the new 14-inch rims with new hub cabs and beauty rings; this was to accommodate the larger disk brakes and the new rear axle from the W108 family.

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