A wheel drive assembly includes a rotatable spindle-carrier affixed to a wheel. A fixed housing includes an output ring gear and the spindle-carrier resides generally within the housing. An output sun gear driven by an input carrier drives output planetary gears which, in turn, interengage the output ring gear driving and rotating the spindle-carrier. A fixed drive end housing includes an input ring gear and houses a noise reducing radially floating input carrier and a plurality of input planet gears rotatably mounted in the input carrier. The input sun gear is driven by an electric motor and drives the plurality of input planet gears which mesh with the input ring gear causing rotation of the input carrier about its true center. The input carrier is partially nested within the spindle-carrier and the motor is partially nested within the fixed drive end housing.