I really like the Zune Marketplace. If you're refering to the software itself, it could use a few improvements (not visually, but in terms of features like better tag editing, screensaver disabling, etc.). If you're talking about the Marketplace, then I think it's very good. A few things I'd like to see are: video downloads, more music (the selection is great, but more is better!), and the ability to comment on podcasts.
As for the Zune Pass, I have one and I love it! It's one of the many great features that separates Zune from the other competitors. I only wish you could "tie" it to more than one account. I share the account with another member of my family (we live inside the same house) and it would be nice to be able to tie it to her WLID as well.
Other than that, I think the Zune Marketplace and Zune Pass are awesome! Great job!
MTFBWY!
iP*d, iTu**s, Ap**e, M*c, etc. are all swear words in my opinion.