I replaced an ARC Ref. 3 preamp with a Pass XP-30, which listed for $16K but I found a used one for $6K. Mine is three-units, one for power and the other two for each channel. However, they sell a two-unit XP-22 for about $10K that I have read is damn close to the XP-30.
First, let me say I loved my ARC Ref 3. It was a serious tube preamp in that it didn't have the over-blown bloom I've heard in other ARC preamps. I owned an LS 22 which sounded rich and wonderful to me at first. The midrange bloom seduced me. After owning it for a while, I realized that bloom obscured weak bass and somewhat shrill treble. The Ref 3 had all the seduction of the LS 22, but everything was balanced and nothing was weak or shrill. The reason I sold it was that I simply could not deal with changng tubes all the time.
As much as I loved the Ref. 3, I have to say the Pass XP-30 is an improvement. It has clarity and transparency I haven't heard in any other preaImp. I might say that it disappears and lets the music come through unscathed. I hear my turntable and amp, but the preamp has no signature but clarity. I would highly recommend Pass.