The E46 BMW M3 is widely considered the best M3 of all time. Its balance of brilliant handling, pure steering, and naturally-aspirated engine still make it a masterclass of small sports coupe engineering. However, by today’s standards, it’s a bit underpowered, being that its 3.2 liter straight-six engine makes 333 horsepower (an incredible feat of engineering back in its day). So what if it had a bigger engine, like say an S85 5.0 liter naturally-aspirated V10 from the E60 M5? That’s exactly what we see in this new video from AutoTopNL.

Somehow, the tuners of this car were able to shoehorn a monster V10 into the engine bay of an E46 M3. That mighty free-breathing engine makes 500 horsepower and 384 lb-ft of torque — quite a bit more than the original M3. More than that, it sounds flipping incredible, with an intake/exhaust noise that sounds more like it comes from Thor’s hammer than an internal combustion engine.

Interestingly, this video claims that the engine is paired with a DCT (dual-clutch transmission). It doesn’t specify which DCT but we’re assuming it’s BMW’s seven-speed DCT from the E92 M3. What’s interesting about that is that the E60 M5 never came with a DCT. Instead, it used a six-speed SMG (sequential manual gearbox), which was far clunkier and shifted slower. The SMG was one of the E60 M5’s biggest points of complaint, so swapping it for a much smoother, far quicker DCT is a great idea.

Using the DCT seems to have truly awakened the BMW V10. The faster shifts work really well with the quick-revving engine, breathing new life into it. We’re now wondering why there aren’t more builds with this powertrain combo. It seems absolutely delicious to drive, with a beautifully-revving V10 and smooth, crisp shifts. Combine that with the pure steering and brilliant chassis of the E46 M3 and it’s likely a winning combo. Admittedly, the weight and size of the V10 undoubtedly throws off the M3’s chassis balance but it’s probably still a riot to drive. Check it out.