The first item that you notice after the flanges that hook up to the downpipes with cats, is the 3rd cat. It has 2 inlets and 2 outlets and is very short. about a foot later is the resonator that also has 2 inlets and outlets. The NESHO Mid-pipe replaces both the 3rd cat and mid-pipe resonator. In my instance, I added a second set of flanges behind the resonator. This allows me to switch the NESHO mid-pipe with the stock section, to which I also welded in flanges. Frankly, when sitting in the front 2 rows of Flex, the NESHO pipe is slightly louder, but not at all annoying.. But... if you are in the far back seating... IT's LOUD!!! ... mostly because of the resonance & RPM range.