Abstract Typhoon Megi (15W) was the most powerful and longest-lived tropical cyclone (TC) over the western North Pacific during 2010. While it shared many common features of TCs that crossed Luzon Island in the northern Philippines, Megi experienced unique intensity and structural changes, which were reproduced reasonably well in a simulation using the Advanced Research Weather Research and Forecasting Model (ARW-WRF) with both dynamical initialization and large-scale spectral nudging. In this paper processes responsible for the rapid intensification (RI) of the modeled Megi before it made landfall over Luzon Island were analyzed. The results show that Megi experienced RI over the warm ocean with high ocean heat content and decreasing environmental vertical shear. The onset of RI was triggered by convective bursts (CBs), which penetrate into the upper troposphere, leading to the upper-tropospheric warming and the formation of the upper-level warm core. In turn, CBs with their roots inside of the eyewall in the boundary layer were buoyantly triggered/supported by slantwise convective available potential energy (SCAPE) accumulated in the eye region. During RI, convective area coverage in the inner-core region was increasing while the updraft velocity in the upper troposphere and the number of CBs were both decreasing. Different from the majority of TCs that experience RI with a significant eyewall contraction, the simulated Megi, as the observed, rapidly intensified without an eyewall contraction. This is attributed to diabatic heating in active spiral rainbands, a process previously proposed to explain the inner-core size increase, enhanced by the interaction of the typhoon vortex with a low-level synoptic depression in which Megi was embedded.