This is a town of old-money people accustomed to grand displays of wealth, such as the big yachts anchored in Newport Bay.

The Rolls-Royce Phantom sedan makes sense here. It is an old-money car. But it has a new lease on life, thanks to a brilliant redesign by its new corporate owner, Munich-based BMW AG.

Fooling with old money is tricky business, because money alone is not enough. There are matters of heritage, class and taste. Omit one of those elements, and old money turns against you. It most certainly won't take you seriously, which is why the super-luxury Maybach motorcar from Mercedes-Benz has done poorly in the marketplace.

The Maybach's heritage is questionable in these quarters. Its name does not roll from the tongue as does that of Rolls-Royce. And, despite the efforts of Mercedes-Benz to steer the Maybach toward the aged-wealth crowd; that car's frequent appearance in hip-hop music videos and "The Apprentice," Donald Trump's "reality show" featuring young corporate hustlers; has done little for its stature.

That is what makes the current Phantom, introduced in 2003, so interesting. It represents the motorized equivalent of rebuilding a castle -- making it substantially more efficient, livable and likable -- without disturbing the furniture.

All of the treasured trappings of wealth and class are there -- the elegantly finished and perfectly matched wood veneers, such as rich burr walnut and elm cluster; the supple leathers and deep wool pile carpeting.

It is a car that caters to manners. The rear doors, for example, open forward, thus allowing rear-cabin passengers to step directly into and out of the compartment without walking around those doors. It's a seemingly small thing, but to people who come from generations of big bank accounts, it's an entitlement.

There is an absence of gimcrackery -- showy, superficially made stuff that has nothing to do with the car's intrinsic value. What is there -- including the fanatically machined, chrome-plated metal heating and air conditioning vents -- is genuine and well made.

Whereas other luxury car manufacturers go out of their way to show off technologies such as navigation and DVD screens, Rolls-Royce goes out of its way to hide them. Put another way, the Phantom can be equipped with the latest flat-panel TV, but you won't find it ostentatiously displayed in the center of the living room.

The BMW Group took over ownership of Rolls-Royce in 1998. It was a strategic move, akin to that made by other automobile companies seeking access to the minds and wallets of the truly wealthy.

Volkswagen AG, for example, bought Bentley and Bugatti. Ford Motor Co. bought Jaguar, and nearly all of those buyouts brought cries of outrage from traditionalists who predicted that the automotive aristocracy would be trashed in the hands of relative commoners.

But the commoners, flush with cash from high-volume sales, had the money.

BMW used its cash to completely rebuild the then-tottering infrastructure of Rolls-Royce, putting up a new manufacturing plant in Goodwood, England; and endowing the new Phantom with a super-rigid, lightweight aluminum space frame chassis -- essentially, the bones of the car.

Similar engineering efforts went into the redesign of other critical systems, such as the suspension (self-leveling, four-wheel independent with front and rear stabilizer bars); and the six-speed automatic transmission.

Add to all of that the Phantom's crowning glory -- a 6.8-liter, 453-horsepower, V-12 engine that develops a humongous 531 foot-pounds of torque -- and you get a big car that covers distance more quickly than big government moves through money.

What we have here is luxury in its truest form -- exclusive, nonessential, exceptional in terms of quality and attention to detail, totally pleasurable and worth every penny to those who have the pennies to buy it.