The IAA Motor Show in Frankfurt in September 1989 saw the unveiling of a completely revised model range in the medium class, the modifications consisting mainly of restyling to the body and a refit of the interiors. On the outside, the coupés looked almost unchanged. Right from the start they were fitted with the side skirts that were the most distinctive feature of the revamped 124 models, and to a certain extent they served as the model for the facelifting of the other body variants. The side panels had been visually enhanced with narrow polished stainless steel trims that continued along the tops of the front and rear aprons, bringing back the long-absent (and much-missed) chrome finish in understated form. This effect was enhanced by chrome trim elements on the door handles and modified hub caps, on which the three-pointed star and a narrow trim ring on the circumference were also chrome-plated. Another new feature was the exterior mirror casings in the same colour as the vehicle. The interior was also given a makeover, with improved seats front and rear and various enhanced details.
From September, all models in the 124 series (except the 4MATIC versions) could have the Sportline package, which was already familiar to owners of the compact models, fitted as an optional extra. External features included the sports suspension with its broad 205/60 R15 tyres on 7 J x 15 alloy or steel rims, and the noticeably lowered vehicle body. Other features included stiffer springs and shock absorbers, while a leather steering wheel and gearstick and individual seats front and rear formed part of the modified interior fit.
As well as the above design and equipment enhancements, the revised 124 series model range unveiled at the IAA also featured five completely new models, including a coupé. With the 300 CE-24, a particularly powerful new variant was introduced, once again based on the modular system and making good use of the 220 hp 3.0-litre four-valve engine from the 300 SL-24. Due to different installation conditions, however, it was not possible to use the same catalytic converter cross-section that had been used in the SL. For this reason the rated output was 11 hp lower. The 300 CE-24 was the new top-of-the-range model in the medium class and therefore received a superior fit-out that included alloy wheels, electrically operated windows, leather steering wheel and gearstick, burr walnut wood trim and courtesy lights in the doors.
From June 1990, the coupé was produced with the tried-and-tested 2.0-litre four-cylinder engine. The 200 CE, however, was not available in Germany and was reserved solely for Italian export.
A year later in September 1992, after the two millionth vehicle in the 124 series had rolled off the production line in June, a revised medium class model programme was presented. While the first facelift (in autumn 1989) focused on stylistic changes, this time the emphasis was on the engine and fittings. The petrol models featured a thoroughly revised engine range completely converted to four-valve technology. As part of the new M 111 engine series, two four-cylinder power plants with 2.0 and 2.2-litre capacity replaced the time-tested two-valve engine from the M 102 model family. The new engines were distinguished by increased output and higher torque over the entire engine speed range. At the same time, fuel consumption was down. Thanks to an increase in the volume of the catalytic converter, harmful emissions were also reduced. The introduction of the new engines naturally meant that the model designations needed to change too. The 230 CE became the 220 CE. The 200 CE export model, which had also been given the four-valve engine, kept its name, as its capacity remained practically the same.
The six-cylinder 300 CE and 300 CE-24 models were discontinued and replaced with the 320 CE. This model's 3.2-litre four-valve engine, which had already proved its worth in the S-Class for one-and-a-half years, had been developed from the previous 3.0-litre four-valve M 104, but this time with modified dimensions for bore and stroke. All four- and six-cylinders now had the same bore, which allowed for a more flexible and cost-effective manufacturing process.In the 3.2-litre variant, which had already proved itself in the S-Class, the rated output was the same as that of the old 3.0-litre four-valve unit, but it was reached sooner, at 900 rpm.
As well as the new engine range, the facelift included significantly enhanced standard equipment for all models in the medium class. From October 1992, specifications included driver's airbag, central locking and electrically adjustable left and right exterior mirrors. With central locking and five-speed automatic transmission, which became part of the basic equipment at the same time, the coupés were provided with a standard fit-out right from the start of production.