I have owned both the Pass 5 and the Pass 3 amplifiers. The 5 is a more refined sounding amplifier. It is not a power issue, but a design issue. The circuit and number of components internally is slightly different. IMO the 5 is well worth the extra $$. Also send a note to Nelson Pass via his website. His description of the differences between the two amplifiers is quite eye opening. The Pass 5 is a classic amp. Good luck.