S40 version, with the drag bars.  2 up I'm OK with the distance to the bars, feet are a bit cramped.  I'm 5'10"  with long legs.  She forms sort of a backrest and indicates she's pretty comfortable.  Not as cushy as on the Vulcan 900 with custom seats & floorboards, but she likes being right up against me.  

Handling is OK.  Even in technical stuff, and just fine at speed in moderate twisties.  No trouble at 60 on the 4 lane.  I could go faster, but the limit was 55 on the road we were on today.

I didn't find any brake fade problems.  But I used engine braking lots.  Ended up with three finger front brake and used rear brake a good deal to keep things balanced.  

Shift points were a bit higher than usual.  Main problem was the 2 to 3 jump.  I really wanted to be about in between for many of the uphill corners 2 up.  

Route was out to the Dragon (about 25 miles), over the Dragon (quite technical), by Kilmer forest road around Santeelah Lake (rough with tight flat turns - dragged pegs a couple of times), then over the Cherohala Skyway.  Back along Rt. 360 (beautiful) and then 72 along Tellico Lake.  Probably 200 miles.  

Really wasn't any problem, except that the pilot jet didn't handle altitude well.  Getting the throttle into the main and things smoothed out.  

I'm more impressed than ever with the capability of the engine.  I'm not impressed with the suspension or brakes, and I'm OK with the handling.  But for 2 up, simply tight for taller people.  And really much have the backrest.