The S-Works frame is about 75-100g lighter. Other than that, and the bling-factor of S-Works, probably no perceptible difference in the way they ride. If you're buying just the frame the S-Works is only $550 more which is not that much when you're spending $5k+ on a complete bike.
I have heard some say the S-Works is just a touch livelier due to the slight bit more resin squeezed out during the carbon prep of Fact 11R. But this is hard to quantify. I believe the 11R frame (S-Works) measured a little stiffer in some areas during testing. This data used to be on the Specialized website but I have not looked recently. In any event, the two frames are very close and I seriously doubt you or I would ever be able to tell the difference blindfolded. So the S-Works is lighter and stiffer but, the law of demising returns is probably at hand.
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