The Series II Discovery debuted in autumn 1998.
Land Rover promoted that the Discovery Series II had been modified with 720 'differences'.
The interior and exterior were re-worked to be less utilitarian, but it was still clearly an evolution of the Series I. Every body panel had been altered, except the outer skin on the rear doors.
The rear body was extended to improve load space, and to now accommodate full-size adults on all seven seats on the SE7 option, as well as make them all forward facing, but at the expense of added rear overhang, which slightly reduced the car's departure angle, when off-roading.

The Discovery mk.
 II was the last Land Rover product to use an evolution of the original 1970 Range Rover underpinnings – with its extended, 185 in (4.70 m) long, four-door body still riding on a similar, relatively short 100 in (2,540 mm) wheelbase, ladder-frame chassis, combined with live axles front and rear, into the year 2004.

Changes to the diesel-engined models saw the 2,495 cc Td5 (in-line direct-injected straight-five engine) introduced, in line with the updated Defender models.
This electronically managed engine was smoother, producing more usable torque at lower revs than its 300Tdi predecessor.
The Td5 engine is often mistakenly attributed to BMW; it was derived from the Rover L-series passenger car engine and further developed by Land Rover.
The 3,948 cc V8 petrol version from the Discovery 1 was replaced with the Range Rover P38 Thor 4.0-litre Rover-derived V8.
There was no actual increase in capacity over the previous 3.9-litre engine.
Although the basic design of the engine was similar, it was actually quite different internally: it used a different crankshaft, had larger bearing journals with cross bolted caps, different connecting rods, and different pistons.
The blocks were machined differently, to accept extra sensors for the Gems and Bosch (Thor) injection system and to allow the extra stroke of the 4.6 crankshaft.
For the 2003 and 2004 model year, Discovery II they changed to the 4.6-litre V8 (though the 4.0 continued as the only V8 option offered in the UK).

ACE (Active Cornering Enhancement, an electronically controlled hydraulic anti-roll bar system) was fitted to some versions, which reduced cornering roll.
A pair of accelerometers are used to detect the angle of body lean and to instruct the ACE computer to counteract these movements by applying pressure to the vehicle's torsion bars via actuators which are hydraulically controlled.
On the Land Rover Discovery, the ACE system can counteract up 1 g of lateral acceleration in less than a tenth of a second, thus helping the vehicle become more stable and responsive during hard cornering.
Self-levelling air springs were fitted to some models and European type-approval for seven-seat vehicles was only given to air-sprung examples.

The locking center differential was still fitted although the actual mechanism linkage was not on the early series 2 production, as Land Rover believed that the traction control system [TCS] and newly developed Hill Descent Control system [HDC] would render it redundant.
before then being fully reinstated (with the linkage) on the facelift model in 2002, as a cost option (although standard equipment on high spec vehicles) Whilst the traction control system worked very effectively, it did not offer the same level of control and smooth operation as the vehicles fitted with the differential lock.
Customer demand saw the diff lock controls fully reinstated  on UK and Irish models, and aftermarket kits are offered by several vendors for those vehicles which were produced with the lock, but not the linkage.

The US version was available in three trim levels: S, SE, LT and HSE, the SE, LT and HSE having a seven-seat option, SE7, LT7 and HSE7.

The "facelift" models are easily identified by new "pocketed" headlamps (which matched the Range Rover and facelifted Freelander models) as well as redesigned turn and brake lamps on the rear of the vehicle.
The indicators were moved from the bumper to the high side fixtures.
The earlier S
The Series II Discovery debuted in autumn 1998. Land Rover promoted that the Discovery Series II had been modified with 720 'differences'. The interior and exterior were re-worked to be less utilitarian, but it was still clearly an evolution of the Series I. Every body panel had been altered, except the outer skin on the rear doors. The rear body was extended to improve load space, and to now accommodate full-size adults on all seven seats on the SE7 option, as well as make them all forward facing, but at the expense of added rear overhang, which slightly reduced the car's departure angle, when off-roading.
The Discovery mk. II was the last Land Rover product to use an evolution of the original 1970 Range Rover underpinnings – with its extended, 185 in (4.70 m) long, four-door body still riding on a similar, relatively short 100 in (2,540 mm) wheelbase, ladder-frame chassis, combined with live axles front and rear, into the year 2004.
Changes to the diesel-engined models saw the 2,495 cc Td5 (in-line direct-injected straight-five engine) introduced, in line with the updated Defender models. This electronically managed engine was smoother, producing more usable torque at lower revs than its 300Tdi predecessor. The Td5 engine is often mistakenly attributed to BMW; it was derived from the Rover L-series passenger car engine and further developed by Land Rover. The 3,948 cc V8 petrol version from the Discovery 1 was replaced with the Range Rover P38 Thor 4.0-litre Rover-derived V8. There was no actual increase in capacity over the previous 3.9-litre engine. Although the basic design of the engine was similar, it was actually quite different internally: it used a different crankshaft, had larger bearing journals with cross bolted caps, different connecting rods, and different pistons. The blocks were machined differently, to accept extra sensors for the Gems and Bosch (Thor) injection system and to allow the extra stroke of the 4.6 crankshaft. For the 2003 and 2004 model year, Discovery II they changed to the 4.6-litre V8 (though the 4.0 continued as the only V8 option offered in the UK).
ACE (Active Cornering Enhancement, an electronically controlled hydraulic anti-roll bar system) was fitted to some versions, which reduced cornering roll. A pair of accelerometers are used to detect the angle of body lean and to instruct the ACE computer to counteract these movements by applying pressure to the vehicle's torsion bars via actuators which are hydraulically controlled. On the Land Rover Discovery, the ACE system can counteract up 1 g of lateral acceleration in less than a tenth of a second, thus helping the vehicle become more stable and responsive during hard cornering. Self-levelling air springs were fitted to some models and European type-approval for seven-seat vehicles was only given to air-sprung examples.
The locking center differential was still fitted although the actual mechanism linkage was not on the early series 2 production, as Land Rover believed that the traction control system [TCS] and newly developed Hill Descent Control system [HDC] would render it redundant. before then being fully reinstated (with the linkage) on the facelift model in 2002, as a cost option (although standard equipment on high spec vehicles) Whilst the traction control system worked very effectively, it did not offer the same level of control and smooth operation as the vehicles fitted with the differential lock. Customer demand saw the diff lock controls fully reinstated  on UK and Irish models, and aftermarket kits are offered by several vendors for those vehicles which were produced with the lock, but not the linkage.
The US version was available in three trim levels: S, SE, LT and HSE, the SE, LT and HSE having a seven-seat option, SE7, LT7 and HSE7.
The "facelift" models are easily identified by new "pocketed" headlamps (which matched the Range Rover and facelifted Freelander models) as well as redesigned turn and brake lamps on the rear of the vehicle. The indicators were moved from the bumper to the high side fixtures. The earlier S
Land Rover Discovery