It grinds? or is it whining? If it grinds it is the 3rd gear synchro. If it is whining, you got some serious problems. The synchronizer is a realtively easy, cheap part to fix. Any work involving transmissions can get expensive quick if you can't fix it yourself. The T3650 is a good transmission as a whole. My husband is pushing 430 ftlbs of torque on a stock T3650. My T45 on the other hand is starting to have issues.