First Impressions, Fit and Upper
Sam: A spectacular looking shoe in my blue and yellow. The design with no overlays and only 2 colors conveys an elegant simplicity and care in including only what is necessary with no frills.
I was worried that in an upper with such a pliable soft mesh with no overlays or gusset tongue I would be swimming around. Not the case.

Of course one’s eye is immediately drawn to the broad anatomical toe box Topo is known for. It is broad but for my narrower feet the front hold, helped by a fairly stout toe bumper, is just fine with notable splay for my toes which feels great with no only room but a wonderful feeling of drive off the front with the breadth of my foot fully in the action.
Holding the shoe in hand everything is super soft and pliable from the toe box through lace up.
Lace up is easy and secure with Topo excellent top of tongue lace loops seen in almost all their shoes keeping the moderately padded tongue anchored.
Foot hold at midfoot is secure if higher volume and is more comfort oriented than high performance. The Ortholite sockliner with gently rising substantial medial side walls sure helps with lockdown and a touch of stability.
Towards the rear things get stouter and this is where hold is key.
The collars are relatively rigid and very decently padded if less so than in v2. I did note some minor side to side slip at the heel. My sense is a bit deeper achilles and just forward padding might help better secure my heel.
The heel counter is rigid down low and backed by an external TPU clip or collar (where the branding is above) to stabilize landing. It is somewhat more pliable than the v2’s clip which was very rigid.

The fit is true to my size (US8.5) and as said above on the comfort side rather than performance.
I am always amazed Topo pulls off both a broad toe box with such soft pliable mesh with no “add ons” so well. Actually no one except Topo pulls off such uppers off in my experience!
Jeff: Last thing first, I’m 100% with Sam on the upper. Topo almost reinvented the engineered mesh wheel a few years ago with Ultrafly 3 upper – and they’ve only made things slightly better since then. My foot is on the opposite side of the spectrum from Sam’s narrower lower volume foot, and as a result Topo’s fit usually works well for my feet and the Phantom 3 is no departure from the norm. I wouldn’t mind a heel pull tab, but that’s my only gripe about the upper. It’s one of those examples where it does everything some level of right, and nothing any type of wrong.
Fit-wise is true-to-size for length, and it’s a Topo, so it’s a given that the toebox is great. As Sam mentioned, the midsole platform is a little wider than many other shoes in this space, but I don’t think you’ll need a wide foot to appreciate the space. I’m also on board with the “elegant simplicity” description, both in color and design.
Midsole
Sam: The Phantom 3 is updated with dual density softer and much lighter Zip Foams with the layer directly under foot and in the center somewhat softer than the lower layer and side walls surrounding it, so it has a softer core. You can see the softer central area through the outsole at the heel with the window to the inner core the start of the effective decoupling groove running to the front.
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The actual dual density construction is unchanged as far as I can tell. It is just the foams that are changed to the new lighter and softer Zip Foam 2’s.
The new foam and its construction is a very reasonable blend of shock absorption, softness, rebound and some response. Think of a livelier, more airy feeling Saucony PWRRUN or a bit more quicker responding ASICS FlyteFoam Blast +. It has shades of a supercritical foam but it is not, as far as we know.
The outsole and midsole are all of a piece in feel with a notably “quiet” ride for such a big shoe. A quiet big shoe to me usually indicates well designed flex and good integration of outsole and midsole firmness.
Contributing to the quiet ride and to the easy smooth toe off is a more flexible front of the shoe than v2 and certainly v1. As a heel striker at slower paces, I found v1 particularly ponderous to transition and toe off and while v2 was improved in that respect v3 is significantly smoother and easier to move along at all paces.
As noted above, we have a 5mm drop and it is an “honest” 5mm. By this I mean the rear of the shoe is not so soft or unstable that it feels lower as some softer low drop shoes can at slower paces with difficulty to transition. This is achieved by the geometry including the crash pad and decoupling, the rear clip and enough rubber to keep the heel from bottoming out before you can get forward.
I do wonder what the Phantom 3 would feel like with an 8mm drop especially for slower paces. Yet better I suspect.
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The midsole geometry is quite stable for a neutral shoe. The rear TPU clip is substantial and somewhat pliable but fortunately (for me) it does not extend far forward as a “rail” as with Brooks GuideRails or Nike’s Infinity Run’s plastic clips. I can’t stand those approaches.
The platform width is reasonably wide at the heel (85mm) and midfoot (80mm) but not so wide to make the heel blocky as say the Nimbus 25 is for me even with its higher 8mm drop. As with everything else about the shoe Topo did not go to extremes to make the Phantom 3 either giant in stack height, overly broad in platform, or overly soft..just because everyone else is doing. They strike a happy and effective medium here with plenty of forgiving cushion and a smooth flow even with its relatively low drop.
Jeff: The Phantom 3 midsole is a bit of a Goldilocks situation – it’s very soft without being too soft, something the first Phantom didn’t pull off. While the various Topo Ultrafly (I’ve reviewed the 2, 3, and 4) were all well cushioned and versatile, the Phantom 1 in 2019 went too deep into cushioning, making the shoe hard to run anything but the easiest paces for me. But fast forward to the Phantom 3, somehow we’ve got even more cushioning and it’s soft, but not too soft. The two types of midsole foam work well together.
Considering how high the stack is, and how wide the platform is, I’m surprised by how flexible the forefoot is, which likely plays a part in making the shoe as runnable as it is. There’s nothing plodding about the shoe. I wouldn’t completely disagree with Sam’s take on the heel collar, but it’s much more flexible than the subtle support Ultrafly 4.
Outsole
Sam: The outsole is Topo’s usual fine rubber but it is not Vibram as they have on most of their trail shoes.