A little while ago, we showed you a video of an E46 M3 that had its 3.2 liter inline-six swapped out with the 5.0 liter naturally-aspirated V10 (S85) from an E60 BMW M5. More than that, its transmission was replaced with a dual-clutch unit, likely from an E92 M3. The car received a ton of attention, as you can imagine, so it seems as if AutoTopNL wanted to revisit the car and post another video.

How could we not share it? This V10-powered E46 M3 is one of the coolest modded E46s we’ve ever seen. Not only does it now pack 500 horsepower, which is about 170 horsepower more than the E46 M3 came with from the factory, but its noise is sensational. The free-breathing V10 can rev to 8,000 rpm and it makes the most delicious sound as it does it.

What’s also interesting is the dual-clutch gearbox. BMW’s S85 V10 was only ever fitted to either a six-speed manual or a six-speed automated sequential manual (SMG), the latter of which was largely criticized for being sluggish and jerky. The dual-clutch in this project car, though, is snappy, sharp, and responsive and it seems to completely change the character of the engine. The new transmission wakes the V10 up in ways we’ve never seen before and we can see this becoming a very popular mod moving forward.

Admittedly, the E46 M3’s balance is probably a bit wonky, now that it has a hulking V10 under its hood instead of a svelte ‘six. Plus, all of that additional power to just the rear wheels is likely going to cause the E46 M3 to become an overteery, tail-out monster. But, honestly, who cares? An E46 M3 with the atmospheric V10 from an E60 M5 and a dual-clutch gearbox? I never really liked the idea of engine-swapping an E46 M3, as its power/weight balance was just about perfect but this is one engine swap I can get behind.