The Brainwavz ProStock ATH M50X Upgraded Earpads are significantly more comfortable than the earpads that come with the ATH-M50X. To my ears they sound basically the same. These earpads have made these "industry standard" headphones bearable. The OEM earpads were painful, being both too hard and too small in circumference. The Brainwavz earpads are a must-have for these headphones, in my opinion. These headphones still clamp way too tight on my noggin', but these Brainwavz earpads make it bearable for much longer.