Marty, my husband also had a CPAP many years ago for sleep apnea. He hated and wouldn't use it. The Trilogy is another matter. He has gotten used to it so he no longer notices the air moving, and he finds the setting that pushes more air when he stops breathing to be very comfortable. For my part, this machine is MUCH quieter. I wake when his mask slips and air starts leaking, but once I adjust it for him (he usually sleeps through that) things get quiet again.