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805 Posts
Discussion Starter #1
Figured I'd post up my swap here, since this car is more "M5" now than it is "540i". Actually it's more of a Camaro now, but I digress...

The swap has been on the road since May 2013 and was driven daily (read: burnouts daily) to work and such. By no means a show car, and that's how it should be. It's just about off the road for the winter, so here is the chronological progress of the swap.

August 2012
after seeing many awesome threads on here featuring E39s with LSX power, i decided to go ahead and do my own. i love the M62, but:

-not enough power
-too complicated
-too expensive to fix
-Vanos is knocking hard
-no potential for making easy cheap power

So, after researching, I've decided to go with a truck/SUV style motor due to price and availability over the more popular aluminum candidates. I like the idea of higher compression for NA application, so I will be going with an LQ9 (6.0 iron block, aluminum heads). seems that they are most readily available in 2002-2006 Escalade, so i'm searching for one now. tranny will be T56--anyone have any recommendations as to where to look for one besides maybe LS1Tech?

i have my eye on a local LQ9 from LKQ, but they want a $350 core charge. i obviously have no motor to give them to avoid that. for those of you who used LKQ, did you pay this charge?

i will be fabricating my own exhaust and mounts. will use Camaro SS manifolds and adapt them to the OEM exhaust, like rao did.

i have no clue where to start off with wiring. all i know is that i'll need the Escalade PCM (or can i use any fbody PCM?), and the harness. i'm stupid when it comes to electronics.

picked up a few parts to kick things off.

came off a 1998 Trans Am (guy upgraded to a F.A.S.T. or something)

it came with a drive by cable throttle body--i will probably have to use a drive by wire depending on the PCM i end up using. not sure yet, i guess it's based on compatibility/ease.

i'm in the process of cleaning the oil pan. this is "before". it sat for a long time. came off a 98-02 F body. not sure if it'll fit, with the crossmember, but i guess i can always modify it. (i have access to a full fabrication/sheetmetal shop at work). it was a good deal so i couldn't turn it down.

removed the baffle for cleaning...see anything unusual besides the dirt?

this is my first time inside one of these motors, so i will have questions about things as i go along. oil level sensor? the dark red cylinder on the end of the sensor is loose and flopping around. is that normal, or will i have to replace it? maybe i can snag the one off the LQ9 truck pan when i buy that.

can someone tell me more about the oil pan gasket? it is bent in a few places and the rubber has separated from the steel in a few places too. i'd replace it, but it looks to be riveted to the pan in 2 places. don't get it.

oh, and here's what it's going in.

hope to do many many more of these.

Found a motor just an hour away last night. Drove out there to inspect it-6.0L block, Al heads, no problems. Turned over by hand.

Came out of a 2003 Chevy Express van. 134K. The seller drove the van before pulling the motor, but I plan on running it on the engine stand before tearing apart the top end.

Includes whole motor, PCM, entire engine wiring harness, truck intake and pan and all truck accessories (of which I can hopefully sell most of them to recoup some costs), intake, maf, throttle body, all for a pretty good deal (not to mention delivered to my garage!)

She definitely needs cleaning up but I'm happy with it for what I paid. It's being delivered today. I need to buy a stand/crane asap.

Got the motor in finally. I had the seller deliver it and bring his crane to unload it, and to hook it up to my engine stand. I unfortunately bought the wrong length bolts for the engine stand – to – block, so for now it's sitting on a tire.

Began by removing the wiring harness (which is uncut except for the "body harness"), which should be useless to me (Chevy Van specific). Bagged and tagged everything that was plugged in-the rest I'll have to chase down and find out what it does. I'm terrible with wiring diagrams, so I guess now's the time to learn. The PCM has the "green/blue" connectors….from what I had read on LS1tech, this will play a part in tuning later on.

Then started pulling off all the accessories off the front. What an easy engine to work on!!! All bolts are either 8mm, 10mm, 13mm, or 15mm. this means I can have 4 sockets/wrenches on my rolling stool and not have to go back to the toolbox over and over again. Awesome design. Pardon the terrible work area-this is in the garage in my new apartment, I'm in the process of moving right now, so my main tool chest, benches, etc are all still back at the old place. I can't wait to bring over my welder….there are 3 broken exhaust manifold studs on the heads that need to be removed, approximately .75" above the surface of the head (yay!). I'll tack a few nuts on and pull them out.

Started cleaning the heads. They really do shine up nicely, but I have a long way to go. The block paint is peeling and rusty in places, so I will be wire-wheeling it down and painting it high temp black.

Pulled the left valve cover for fun. Looks pretty clean for 134K.

Threw the manifold on for fun.

The E39 "Fritz" watching me work….my girlfriend named him that (she wanted a strong German name). She always said "he's on the fritz" when the cooling system and crap was going wrong. We named her B7 A4 "Gretchen".


Spent most of yesterday after work moving things to the new house and unpacking. I really hate moving, because you do so many little things, and it doesn’t look like much…

Pulled the truck oil pan, baffle, and pickup tube off, scraped the block surface with a razorblade

Pulled the valve covers on each head and removed all 16 rockers, pushrods, and rocker bolts, bagged and tagged everything

I realize how crappy my pictures are coming out, I need to bring my good camera over.

Pile of stock parts continues to grow.

My workspace (work in progress in itself)

At this point I got engaged to my girlfriend of 7 years, so that was good.

haven't updated in a bit...waiting on parts to come in

went to the dyno with a friend...made 282 whp, 302 tq. M60 Manifold, cone filter, open cutout before the Y-res, and 3.15 open diff.

made some purdy sounds while on the rollers

a friend's El Tee Juan T/A put down 325whp/355tq. f*ck yeah 'Merica

scrubbed the heads, got more gunk off them. need to find a machine shop to mill them for me.

wirewheeled the valve covers. before and after.

installed LS2 cam. installed timing set (new HD LS2 stuff) and oil pump. timing this thing was.........too easy...felt like i was doing something wrong as there were like 3 steps.

Been busy with little bullshit. Working on friends cars, etc. My biggest hurdle is having a 2nd car right now, so that I can pull the motor from the BMW. I have my eye on a nice automatic ‘98 Legacy Outback Limited with heated leather. I have been spoiled by the creature comforts of the E39.

LS6 Yellow valve springs came in. Need to put these on the heads.

Sold my winter wheels to a guy in Rochester, was a nice relaxing drive.

Put my fiancee’s cat in the oven, she was a fan of that.

So back to the automotive portion of things…

My friend let me test fit his Style 65s. super wide and lots of rubbing.

Made good use out of the old stock LQ4 Van cam.

Beginning to clean up the block better. After some wirewheeling.

October 2012

It started to get cold out and I needed a winter car so I could work on the BMW.

next important step: buy a winter vehicle so the BMW can come off the road!

2000 Subaru Outback 109K miles
2.5 Boxer 4-cyl, 5 speed, AWD
Power and heated cloth seats, heated mirrors, heated windshield
some nearly new Dunlop snow tires on it

taking the BMW off the road and registering the Suby this weekend.
Late October 2012

So, my fiancée was at her class last night for 4-5 hours and I had some time to get in the garage.

Made my own valve spring compressor tool with some crap I had laying around. How it’s supposed to look:

Not pretty but worked like a charm. How mine looked:

The valves started to come out with the aid of the beer of the evening. Pardon the grinding flakes on the bottle from me making the tool

Then the tenant in the lower apartment stopped by and offered me some whiskey…

So with the springs, retainers, valves and keepers removed from the heads, they’re ready to go to the machine shop. Just need to find time.

I still had the itch to do something so I grabbed a roll of tape and half empty can of plastidip and went to town on the winter car.

Drying, peeled back the badge

So, before

And after

805 Posts
Discussion Starter #2 (Edited)
Halloween 2012

It’s raining like hell here. Has been for the past 4 days, and won’t let up. Apparently the storm hasn’t even hit us yet! It’s a good excuse to get out into the garage.

Spent about an hour and a half last night. Tried removing the bumper cover first, and then the whole front end/core support. After breaking all the plastic clips, I realized the core support came off WITH the bumper cover still attached. So, we’ll have to reassemble that one of these days. No big deal. My front valance/foglights/brake ducting was all falling apart due to a previous shop reinstalling everything in a huge hurry. All in all, this wasn’t that difficult. Now that the front end is off, I can begin to remove and label all harness, fluid lines, to begin prepping for pulling the M62.

Early November 2012. Pulling the BMW motor alone (fiancee took pics).

yeah buddy. next up is engine bay cleanup.

BMW M62 vs LQ4 comparison

a member on BimmerFest asked to see the LQ4 and the M62 side by side. keep in mind that the M62 is fully dressed, with all front accessories and belt drives, ready to plop right in. the LQ4 has the heads and intake just sitting on the motor not bolted down, and is missing the headers, front accessories and etc, and a ton of other things.

however, if you look at just the basic engine architecture, the difference in size is pretty striking. remember, the BMW V8 is a 4.4L, the GM is a 6.0.

See ya later M62, it's been really fun.
Things are looking up!

found a T56 from a 2002 Camaro SS in Pittsburgh just 3 hours from me. It's said to be in good working condition and includes trans, bellhousing, crossmember (though i wont use that) and hydraulic slave.

best part is it's under $1000! so, my fiancee and i will be hopping in the station wagon and going on a day trip to grab it.

i will end up rebuilding the trans to be on the safe side, but this is great news because this means i can finally start mocking up the mounts and pan.

Also, heads are done. Klispie’s shaved them down .026” (cc’d to put me at 66cc). They did a really nice job cleaning them up and repairing one of the exhaust bolt holes. I installed the LS6 yellow springs and retainers with my homemade tool (let me know if you’d like to borrow it) and they look good.

December 2012

Spend some time running around town yesterday picking up flange head metric bolts for the T56-motor connection. Fastenal and a local specialty contractors supply store did not stock them, but Sears Hardware did, go figure.

Mated up the motor just for fun. I'm going to mock up the mounts once I settle on an oil pan (still need to think about that one) and while I'm taking care of the harness and wiring, I'll have it sent out to have Jason @ TDP look over it. Super nice guy, by the way.

Laid the heads down on it just for mockup. The next step is to buy all the gaskets for reassembly, the motor is ready to be put back together.

I put it in the bay just for sh*ts and giggles. For some reason at the time (maybe it was the fact that I was tired from work all day, or had a few too many beers) I was convinced that the shifter was supposed to line up exactly with the hole. I didn't have an oil pan mounted at the time, but if I did, it would not have agreed with that idea. I'll get into the garage tonight and play with it some more.

Measuring driveline angles will be crappy, because the nose of the car only is on jackstands. The car is too low when it sits normally, the engine hoist legs hit the lower control arms when plopping the engine in. May just have to take the angle of the car and then subtract it from my measurements.
playing with fitment

i was thinking about this for a plate when i'm done...

NOTE: I actually did end up getting that exact vanity plate!

finished cutting up the pan, it clears the crossmember now.

slapped it on the block.

placed a 1" thick piece of wood under the pan to simulate space between pan and crossmember, and a 1"x1" piece under the pan on top of the steering linkage.

unfortunately, the motor needs to be forward enough to make the oil pan happy above the crossmember, but this makes the shifter pissed off. it's about 3" forward of the shifter hole in the unibody. had to modify the stock shifter to allow the rear of the trans to come up vertically as much as possible, to give me the right driveline angle. it was hitting the inside of the trans tunnel, making the rear of the trans point down at a 8* angle. i might use a GTO shifter (offset to the rear by a bit compared to the Camaro one).


moved the shifter rod down "one hole"

cut a top inch or so off, bought me some room.

slapped the inclinometer on the bottom of the car on the frame rail, only place where the car was parallel with the ground.

that's with the nose pointing up.

after cutting the shifter i got this.

rough height in the bay. rotation along the crank axis is a bit off obviously but i'll fix that the next time i work on the car.


3,169 Posts
blas·phe·my noun \ˈblas-fə-mē\
: great disrespect shown to God or to something holy

: something said or done that is disrespectful to God or to something holy

:cheers: Awesome job!

805 Posts
Discussion Starter #4
January 2013. I don't remember a whole ton about this time of year except for that it was REALLY cold and I drank a LOT to stay warm.

so, let's begin with tonight's pleasant atmosphere! before i fired up the heater it was 32, as i finished up for the evening i snapped this.

i really wasn't happy with the pinion angle, and the only thing that could give was the shifter moving up into the tunnel. so i enlarged the shifter hole forward about 3-4".

fun fact....burning tunnel insulation smells like pickles

so this places the engine fore/aft roughly where it will be, give or take half an inch.

head to AC line:

tight spot by the steering box, 2" square tube is very very tight, i will end up notching the mount around there to avoid any contact if/when the motor moves back and forth.

this gave us a better angle than last night. remember that i'm subtracting 1.2 degrees of the car's nose pointing up.

grabbed some stock from the scrap bin at work and put a 90* bend in it with the vise. cut up the stock shifter rod (where the knob threads on) and welded on the threaded portion to the stock. i purposely left it tall so i can cut it down later to my liking. i actually really like it tall, gives it that old muscle car feel.

with das boot on it:

tomorrow i'd like to finalize the location of the motor and start to make the mounts.

decided to not use a GTO shifter since using a steel bar gives me the flexibility to bend the shifter however i want as well as shorten and lengthen it.

final engine placement. measured pinion angle for the final time, centered motor left to right both at the crank snout and at the trans output.

compound angle i'll have to cut

beginning of driver's side mount. the notch is to clear the steering box bolts. it's 2" tube steel.

been busy over the last few days.

3 cutoff wheels, a lot of 2" tube steel, lots of trial and error, and we have mounts!

everything as of now is just tacked into place for 2 reasons:

1: my 115V welder doesn't have the balls to penetrate the thick wall steel
2: i'm a really ****ty welder

i will be grinding down the mounts and wirewheeling them to prep them for full welding, which i'll have one of the guys at work do.

looking at it now, that trans mount looks a bit crooked. tomorrow i will realign it and re-tack.

NOTE: This was one of the only things I didn't do 100% myself on the swap, but since my welding is pretty bad and the strength of mounts is somewhat important, I let the pros do it.

test fit mounts, driver's side

passenger side

ready for welding. my little pea shooter 115V MIG wouldn't even penetrate at all so i had it done by a pro at work.

prepped the block for heads. scraped them of all material and cleaned with mineral spirits.

new OEM GM MLS 6.0 headgaskets, nice pieces. new head/block dowels since the old ones disappeared. new ARP head bolts torqued down in 3 passes to their specs, not GM's.

figured i'd put the intake manifold on too since there was no reason not to.

i had the mounts fully welded today at work and they came out awesome.

the motor still needs to come out to get all new front and rear cover gaskets and main seals, as well as to have the pan welded up and GTO pickup installed with windage tray. but, it's in.

well of course there's a goddamn problem...i was so concerned with clearing the steering arm (which is a moving part about 3/4" underneath the oil pan) that i totally disregarded hood clearance. it's not terrible but i may need to figure out something creative.

room for days in the rear.

truck manifolds didn't fit on either side...but i'm keeping them, since i might boost this sucker at one point.

have to start the headers next. i have a pair of used shorties i can hack up and modify. i also have an old tubular stainless header left over from my SE-R Spec V that i can chop up. Always prefer to use what i have rather than buy new.

junkyard engine, transmission out of a wrecked Camaro, mounts made out of steel that was pulled from a scrap bin...i'm sensing a trend here

805 Posts
Discussion Starter #5
blas·phe·my noun \ˈblas-fə-mē\
: great disrespect shown to God or to something holy

: something said or done that is disrespectful to God or to something holy

:cheers: Awesome job!
I actually seriously miss the BMW V8 and the beautiful sounds it made. However it didn't make **** for power compared to this guy!

3,169 Posts
I actually seriously miss the BMW V8 and the beautiful sounds it made. However it didn't make **** for power compared to this guy!
I'm just giving you a hard time. That is an awesome build and something similar to what I've considered for my e30!

805 Posts
Discussion Starter #7
cleaned up the front cover, valve covers, and the coil brackets.

shot them with wrinkle black. just threw them on, it looks ok. i was shooting for a more wrinkly finish, but they may still be curing.

got the shifter all situated. i like the height of it, if it proves to be a PITA to drive with it's 2 bolts to remove it and cut/reweld. the weld ring underneath the knob will be ground down. i also want to use round rod instead of the square stock that i used for a cleaner look in cabin. this was for mock up.

the shifter height and knob is certainly yeehaw!

good news, the hood closes over the intake.

February 2013. More heavy drinking and tinkering

oil pan disassembled, had a coworker weld it up and leak test it. i also cut the required portion of the baffles

all assembled.

extent of the notch.

clusterfuck, i removed almost all the circuits that aren't necessary.

auto trans plug and the 2nd O2 sensor plug ditched.

LS6 CTS-V manifolds get here Monday, I’m really anxious to see if they fit. If not, I am falling back on the tubular steel Camaro manifolds and will get to work on those.

Didn’t feel like wasting hours and gallons of gas running around finding M16x2.0 stock for a pulley installer tool, so I bought a “kit” on LS1Tech for $20 shipped, that showed up yesterday.

Placed an order this morning with Rockauto.

Plugs (Bosch Platinums at a whopping 74 cents each, gotta love closeout)
a new wire set (the originals were probably fine, but the engine only came with 7, and they looked like dog ****)
2 oil filters (the bottom end was never apart and doesn’t need to be broken in, but I plan on still doing an oil change after a few miles to wash out the beer can tabs and condoms that probably fell in during the 5 months the motor was apart)
LS1 main belt tensioner (I should have bought a belt too, but forgot). For now I’ll be running without AC until I can figure out the wiring. It isn’t imperative to the car doing heaters so I’m not too worried about it.

Also ordered with Summit:
ARP Crank Balancer Bolt
ARP Pressure Plate Bolt Kit
ARP Flywheel Bolt Kit

I have a ton of bolts left over from when I disassembled the motor, so I’m reusing the valley cover bolts as exhaust manifold bolts.

Also snagged a new titanium 11/32” bit so that I can drill and tap the boss on the block for the F-Body alternator bracket.

I didn’t like the look of the square shifter rod so I grabbed some ¾” round stock on lunch and will re-make it tonight. The square **** was only about ½” thick and just looked so ghetto. I still want a tall shifter, just with better quality/finish. If I had access to a lathe I’d chuck it up and clean it/polish it but a wire wheel will have to do.

The OEM BMW coolant temp gauge has the same threads as the port on the GM head. You can thread it right it. The threads don’t engage fully, but people use a sealant without issues.

A few pics I forgot to add.

LS6 intake went in last week, all torqued down. I should have cleaned it up a bit before installing it but it’s not a big deal.

Bent up a new shifter rod. No pictures of the finished product as I still need to clean it up with a wirewheel, but it already looks a lot better than that square rod I initially made.

Getting better with prep for welding

The shifter looks similar to this Viper setup, a thick rod with the ball right on top. Beefy.

spent a few hours today, some progress and some setbacks.

started off with remaking the shifter stick. the only square rod was ugly as dick. It has a brushed finish and looks a ton better. I laid a bead about halfway up the stick, to act as a retaining ring that'll stop the leather boot from sliding down.

installed a new front main seal in the front cover, new front cover gasket, and installed it all finger tight onto the motor

threaded the M16x2.0 stud into the crank to get ready to pull in the F-Body Balancer

my torque wrench only read to 150 ft-lbs and i needed at least 230-240, so i rented one from Autozone. also grabbed another M16x2.0 nut to double nut the stud to be able to pull it out later.

threw in the ARP crank bolt (which is reusable, unlike the OEM TTY bolt), but it requires an oddball 12pt 27mm socket, so i'll pick one of those up tomorrow afternoon.

i also installed the F-Body water pump, belt tensioner, and alternator bracket (which required drilling and tapping the blank boss cast in on the truck style blocks for one of the bolts). once i tighten down the crank pulley for the final time it'll be nice because i can finally install all the front accessories and finish assembling the valvetrain (rockers, pushrods, and finally install the valve covers). once those are on, i'll wirewheel the coil packs because the steel brackets are rusty, and those can go on too.

that all fit fine and dandy, but unfornately i had a massive brain fart when i went to install the alternator and realized that the rear of the alternator interferes with the driver's side engine mount. it's nothing earth shattering but it means i will have to trim that mount and reweld a plate in place. **** happens.
Rented the PS pump pulley puller (what a clusterfuck of a name). Used the impact gun and it made very quick work of the truck pulley. It was rusty and nasty so I scrubbed it, wirewheeled it, put a coat of wrinkle black on it, and let it dry overnight. The main garage door in our apartment is being replaced over the next few days, so I rolled the car outside, progress will be slowed. In the meantime I'll try out the installer portion of the tool and see how it works pulling it onto the F-Body pump. At that point there’s no reason I can’t button up the accessories for the final time and order a belt.

A generous Bimmerforums member sent me a few extra freeze plugs for the dipstick hole on the block.

CTS-V manifolds fit very well. The passenger side drops right in. The driver's side rubbed on the steering shaft. The previous owner was nice enough to cut the cats off after the post header flange, like this, which makes fab easier:

Jacked up the front of the car so the wheels were off the ground and had Melissa turn the wheel lock to lock a few times. The steering shaft is square where it hits, so it only rubs at each corner of the square. I removed and flipped the post manifold pipe stub 180*, and it's VERY close to the steering shaft, but some convincing with a large diameter pipe and BFH will clearance it. Another big plus was that the OEM heat shields don't interfere with anything. The PS line that runs along the driver's side frame rail is very close to the manifold, but I think a few minutes with the torch should bend it right out of the way. It is covered with heat-shielding from the factory, but I don't want to risk cooking the PS fluid.

The plan for the next few weeks:

-Finish fabbing manifold pipes that connect to OEM ball flange. I’m only going to tack this up as fully welding it is above my skill set.
-Remove engine/tranny, send T56 off to TDP to be looked at. Order Diamond light flywheel while Jason has it.
-While trans is gone, assemble pushrods, rockers, install valve covers
-install oil pan, pickup, and deflection tray
-change rear cover gasket and rear main seal
-Install DBC pedal from 528i in car
-work up some sort of throttle cable
-clean up and paint the engine/trans mounts
-disassemble and rebuild the M5 Diff
-buy a yoke for the end of the trans

Once the trans comes back in I can install the flywheel, PP and clutch, and mate the engine/trans for the final time.

knocked out the whole exhaust in one night. $100 CTS-V LS6 manifolds, $20 worth of mandrel bent 2-1/4" mild, and some leftover straight pieces from my old Spec V ebay header. and 4 beers.


805 Posts
Discussion Starter #8
pulled the motor, trans, and mounts last night for what should be the final time

replaced the RMS and rear cover gasket on the motor

pulled the slave cylinder, shifter, and bellhousing off the T56, wrapped it up, tomorrow it takes a little trip to Texas to be rebuilt

NOTE: I'm so glad I went with these 3.62s. They're still pretty tall as it stands due to the super tall T56 gears. Ironically, I sold the stock M5 3.15 gears out of that diff to another member on bf.c, who put them in his E46 M3, which received an LS7 transplant.

3.62s are in, donated from E46 M3

I recall doing the pedal swap on a particularly sunny and nice day. It was then, when I first felt that there was light at the end of the tunnel.

removed the stock BMW DBW pedal.

brake and clutch master cylinder connections.

incredible amount of insulation in this car. the carpet is bonded to regular style yellow foam, and underneath is a hard-expanded foam in light green.

the pile of **** within the car grows...

installed the standard DBC plastic pedal

the stock hydraulic connection to the 540 clutch master cylinder.
Tore down a **** condition M5 diff, which had been sitting outside and was full of water. I received it on a jagged, broken pallet, and the diff was strapped to it (loosely) with a seatbelt.

Testament to the original design: that diff went through 120K of M5 use, was pulled out and sat outside (with no output flanges) for a year, and now is standing up to constant clutch dumps and beatings behind 370whp.

spent the last few days tearing down and cleaning the M5 diff.

the victim. got a good deal on it, but it had no service history, condition was listed as "we left this sitting outside for a year with no output stubs in it, no warranty, etc etc".

whoever pulled the diff didn't unbolt it, they just sheared the mounts. this car was probably in a severe wreck for them not to care like that.

differential side of the driveshaft.

sheared differential end of the driveshaft.

internal spool

E34 540i flanges

the output covers before removal. output shims are underneath.

keeping each output shim with its respective cover

old output seals, to be replaced

internal spool removed

hypoid pinion gear. i thought you needed a press to remove it, but i was able to get it out with a rubber mallet and piece of wood.

Once the spool lid is removed, there’s always the top oil washer that sticks to it.

Dog bones and gears.

Half of the clutch discs and “pressure plate” as I call it.

Exploded view of the spool internals.

Bagged and tagged.

Spool with all internals removed.

OEM 3.15 ring gear removed.

Lots of loctite used in the OEM setup.

Output cover, bearing race, and seal removed

Output cover cleaned up a bit.

I laid the 3.62 ring gear on the spool case and gently tapped it on with a rubber mallet. It went on about 80% of the way and then just stopped. I used the bolts to pull it fully on in an alternating pattern to avoid cocking it, and then removed the bolts to clean them up.

I laid the case with the cover side down, put a few wood blocks under it to catch the pinion, and tapped the pinion out after removing the nut with the impact.

Pinion seal being removed.

Front pinion bearing

Front pinion race

3.15 pinion shown “as assembled” with old bearings.

Rear pinion race and pinion shim.

805 Posts
Discussion Starter #9
Work continuing throughout March 2013

the last i'll see of the internals, hopefully for a while.

brand new from GM, 2004 LS1 GTO deflection tray and oil pickup tube installed

i also pressed in the freeze plug to block off the original van dipstick hole, which is cast into the block. the new GTO dipstick pokes through a hole machined in the oil pan. i would have installed the dipstick too, but it goes on after the exhaust, which Breetime is still welding up for me.

diff case before:

case and cover soaked, scrubbed, cleaned, painted:

Reassembled the spool yesterday.

Let’s get started.

I’ll be using this stuff for break-in. It was the cheapest stuff. I’ll probably run Redline or Royal Purple when I change the oil in it a few weeks in.

Soaked clutches and discs (double bagged it)

I assembled everything with the ring gear bolts facing up, obviously. That will be the way I refer to “up” and “down” while assembling.

First inserted the oil control ring, with these ridges facing down.

Small diameter spring washer, with the narrow cone end facing down.

Another oil control washer, with the ridges facing up this time.

Bellevue washer, narrow cone end facing down.

Next, a clutch.

A detail of the friction surface.

Now we install the center spool rotating assembly. I took this picture during disassembly, but it’s a good illustration of how it all goes together.

Then, a “crown cap”, with the friction surface facing down, and the V notches facing up (exactly as I have it in this photo).

Slide the dog ears into the grooves, and make sure it’s seated down all the way. You can see the teeth of the clutch disc poking out underneath the crown cap.

Inserted one of the main side drive gears, just as shown.

It slides in on a film of gear oil.

Assembled one of the “dog bones” with planet gears. Tough to keep together as the gears want to slide off on that film of oil.

The teeth mesh nicely with the main side drive gear, and it all self-aligns.

Same goes for the next dog bone, just upside down.

Everything is a mirror image from now on, starting with that second dog bone assembly. The “line of symmetry” is between the dog bones.

After the dog bones are together and in, the next main side drive gear goes in, teeth down.

You can see the drive gear teeth meshing with the dog bone planet gear teeth.

“Crown cap” goes next, notched V side down.

The ears of the crown cap fall nicely into the slots machined in the main spool case. Very tight tolerances so it all slides down slowly on a film of oil.

Another clutch disc

And the teeth line up nicely with the end of the main side drive gear.

Followed by a dog ear friction disc, which slides nicely into the slots.

Bellevue washer, narrow cone end up

It probably didn’t matter but I kept all oil control washers and spring/Bellevue washers side specific.

Oil control washer, groove down

Small diameter spring washer, narrow cone end up

Followed by the last oil control washer, groove end up.

Finally the spool lid can be put back on. It took me a few tries to align it with the bolt holes in the spool case, all while making sure the I used the same method that I did installing the ring gear. Use bolts to get it started a few threads in, then remove bolts. The friction of the spool lid is so great that it won’t go anywhere once you remove the bolts. The key was to tighten them all equally (1 turn at a time or so) to make sure each end of the lid came down roughly at the same rate.

The cover is cocked in this picture, one of about a half dozen attempts to get it aligned perfectly. Once it’s close rotationally I used a rubber mallet to further seat the cover. It won’t ever fully seat without the bolts because the tension of the Bellevue washers resists that.

The bolts were pretty nasty. Remember, these were inside the spool lid, which is inside the main diff case, and somehow **** still got in there (in a bath of oil as well). I cleaned the threads with a fingernail, rag, and brake cleaner.

Before reinstalling the bolts, I blew out the threaded blind holes with compressed air and found a nice little specimen of OEM threadlocker.

Bolts partially snugged down, about 25 ft-lbs with Red Loctite.]

It really takes some torque on the bolts (evenly of course) to bring the cover down and compress the spring washers.

I torqued to 25 ft-lbs first pass, then about 60 ft-lbs second pass.

At this point it’s all ready for new races and bearings, that’s happening tomorrow morning.
weather is getting nicer. was able to work on the car with the door open for the first time in months.

exhaust is done. CTS-V manifolds, stainless 2.25" mandrel piping

oil pan is on. it was warm out so my fiancee decided to help out.

805 Posts
Discussion Starter #10
Late March 2013, into April

Manifolds are finally done, painted with VHT Flameproof header paint

Luckily I didn’t have to trim any of the OEM manifold heat shields to fit the exhaust. Forgot to snap a picture of those bolted onto the manifolds.

My rebuilt Stage 2 T56 will be here Friday, along with the Diamond lightweight flywheel. I’ll bolt up the flywheel, Diamond Stage 2 clutch/pressure plate, and hopefully install the motor for the last time this weekend.

Also ordered a Tick speed bleeder to bleed the new system quickly and easily. I still need to figure out whether the new 4th gen F-Body clutch line can be modified the way the E36 guys do, since the E39 master may be different.

Ordered a 1330 slip yoke locally, it came in yesterday, test fit it today, and of course it's the wrong one and doesn't fit. I am going to return it and go to another, more competent shop locally (Denny's Driveshaft).

Also wrapped up the clutch line. Rather than modify the camaro master cylinder fitting to match the BMW, i just had a local hydraulic shop mate the 2 lines. Installed and fits perfectly. I also installed the Lokar throttle cable; the outer sleeve was the perfect length, but the inner line was just a tad too short, so $5 later, a bicycle brake line trimmed to fit finished the job. I finished up the pedals, put them all back together, and we're good to go. I would have bled the clutch but didn't have any spare fluid on hand.

I rebuilt the driver's side engine mount to clear the alternator, and was inspired to get creative with the sharpie...i think it was the brake cleaner fumes

These also came in. I need to buy one of those 45* filler necks so the oil filler cap lines up with the cover.

T56 came back from Texas Drivetrain

and it all went together smoothly.

Then, my daily driver decided to surprise me on Thursday morning

It was broken into 5 pieces, and shredded that tire. I grabbed a replacement spring from a junkyard and had it on the road again later that day.

getting closer. I took a week off from work to make progress on the car and blow off some steam overall.

Corvette FPR and filter installed

Cooling system done. No leaks, but it'll really be put to the test once we I fire it up. Here is the final routing I went with.

I also replaced the front sway bar end links as they had been clunking since I bought the car.

Received the last reducing coupler I needed for the intake, so that's all set. I'll be using a section of 3" SS exhaust pipe I have laying around to extend the filter as close as I can to the factory cold air intake ducting in the bumper/fender. Probably going to paint it wrinkle black.

The biggest task of the week was working on wiring. I had to add a few pins/wires to the BMW cluster to be able to accept analog GM tach and coolant temp signals, since the cluster originally got those signals from the DME (now gone) in CAN-BUS. The pins are unlike any other small cluster pins I have seen, but a trip to the yard found me a fistful of these crown shaped connectors out of a white E36. Oddly enough, all the other BMWs there had the common L-shaped pin, both older and newer. I must have spent 2 hours looking for them, but finally got them. I also need a BMW coolant sensor pigtail, but I couldn't find one of those at the yard either, unfortunately.

I went through the GM harness again and removed a handful of circuits I missed the first time around. It's unbelievable how many useless wires and connectors are included in every harness, but I suppose it's easier/cheaper to build them that way as an OEM rather than customizing each harness to each vehicle. Even after thinning it out, the whole mess was still just a huge ball of wires, so there was no chance of laying it on the motor in a clean manner. I spent a day or two on the living room floor disassembling the harness wire by wire, labeling, and separating all the wires. It still needs a bit of cleanup, but it's 90% there. Now it's just a matter of sitting the fuse panel and PCM connectors in their places in the engine bay, and routing/shortening the wires exactly as I like. Time consuming, but much neater and more efficient than trying to untangle on the spot.

Once the GM harness is in and hooked up to all the usual crap, I can make the BMW/GM connections, and once the PCM comes in, I can hopefully fire it up for the first time.

Still need to finish the rear diff and have a driveshaft made before it's driveable.


805 Posts
Discussion Starter #11
May 2013

Life has been keeping me busy...someone hit my Subaru while it was parked and then ran, but i got the plate, so i've been on the phone with insurance and police trying to get it all squared away. also finally set up 3 interviews for next week, so it's been hectic to say the least.

i had a local ship set up my M5 diff and as far as i can tell it turned out well. I still have to slap the cover on and install it into the car. then, measure for driveshaft...

oh, and this happened today
LQ4/T56 E39 First Start - YouTube

i swapped the truck throttle body back onto it and started it, idle still surged. unplugging the IAC made no difference. unplugging the MAF made it idle nice. I don't know whether I have a bad MAF, or it's just a rough tune. Leaning towards MAF.

LQ4 E39 Idling Walkaround - YouTube
Been caught up with little crap lately, no time to work on my own damn car. Between interviews, a job offer (happy about that), and doing brake/suspension work on my mom's and sister's car, no free time...

Luckily I did have the opportunity to drop off some stuff at various places and get it worked on.

Diff is all set up, sealed, filled with fluid, and installed

I also sealed up the shifter assembly, and this is the final height. If I decide it's too high for my comfort the rod comes off with 2 bolts, chop to desired length, recut threads for knob, done. I could also just cut a section out and reweld the halves, but it's easier to cut threads since my welder sucks.

Tackled my misfire/rough idle issue last week, grabbed a coil pack set and a few other misc items off this Tahoe.

Removed the LS2 cam in about 3 hours, here it is, missing the timing reluctor that is causing my issues. No mishaps other than dropping 2 cam gear bolts into the pan...luckily, the pan is able to be dropped a few inches before it hits the subframe, so fishing them out wasn't tough. I took this as a sign that I had to change the oil anyhow....

Fleet Pride took care of the driveshaft. Front BMW 3-bolt guibo style end cut off, shortened to correct length, and 1330 U-joint/slip joke welded on. Runout was indicated as .005" or less.

Throw that sucker in, fits like a glove. It's really interesting how much BMW offsets the nose of the diff off to the driver's side (probably to keep an even load on the u-joints and reduce wear, and so that it centers up under load).

My garage is so filthy that it's almost not able to be worked in...time for a cleanup.
Well, it’s been a busy rollercoaster of a week.

Went out and did some rolling shots of my winter beater with friends.

Then, on the way to Pennsylvania (2 hour drive one way) for work at 5am, this happened:

I was able to limp it home for an hour driving like this:

The car has already been deemed a total loss, but 100% of the damage is cosmetic, and the car runs great. I will be buying it back and fixing it. Not sure if I’ll sell it for a nicer beater yet.

But, on the bright side, this happened:


805 Posts
Discussion Starter #13
time for tuning. I went through one episode with "tuned by frost" and came away very unpleased. I sent the PCM out to Speed Inc in IL and they did a nice job putting a mail order tune on it. Dyno time:

angry...healthy...refined yet very powerful. difficult to put into words. the power is fun but due to all the time and money i've put into it i am mostly enjoying the reliability and satisfaction of having built it all from scratch.

as long as the ***** doesn't fall out i'm happy

soon soon...

i thought about the logic of my idle problem and looked at the pinout again. signal, low reference, and 5V reference. i swapped the 5V reference and low reference and the inverse problem was solved. now had 6% to 60% from no throttle to WOT, which was good, but the range was not big enough. even after recalibrating (reset) the TPS and making sure everything was connected correctly, still had 60% at WOT. turns out the Express Van TB has what seems like a thicker cast aluminum stop for WOT, so i machined down that stop little by little until we were getting better readings. final result was about 4% to 95%, and started tuning from there.

made 370whp/374tq :hump:



the ice didn't do **** on a nylon manifold but why not try.

breaking it in.

a bit over 1000 miles on the swap and had my first "troubles"...

on the way back from a Color me Rad 5k, a severe misfire started occuring with the smell of raw gas making its way into the cabin, even at speed. thought i had dropped a plug wire or a coil, but they were all firing as verified on the side of the road. limped the sucker home, really could have been worse, but the car got me home from 60 miles away, so I can't complain. turns out the injector signal wire for cyl. #7 was grounding out on the fuel rail, causing it to run WIDE OPEN, all the time. at one point i had liquid fuel dripping out of the exhaust. reinsulated the wire, unplugged battery to try to reset the fuel trims, and after an initially rough idle as the fuel cleared out of the exhaust, all was well.

while diagnosing the fuel issue, i also went through multiple startup/shutdown cycles. during one startup the starter began SCREAMING, literally gear on gear noise. i thought my flywheel was toast due to the teeth being chewed up, but it was fine. Pulled the starter (which I bought used over on LS1Tech with low miles) and found this. Yeah, that'll cause some noise due to tooth misalignment...

Replaced it with a reman'd unit that actually turned out to be defective as well (bad solenoid), but starter #3 did the trick and the car is up and running again.

The replacement is OEM for a 2003 Express Van, and is the "later style", with a much thicker mounting boss for the inboard bolt (the area where my thumb is in the picture is where the added material is located).
Well, it officially sounds like a 1988 Buick going down the road...

Over the past few weeks I had been getting a slight belt squeal during cold starts and during the first 10 minutes of driving. Once the engine warmed up it went away, but when cold it was present. The sound is clearly coming from the driver's side of the accessory system. While increasing revs in the garage I could tell it sounded like:
-idler pulley (which came on a bracket I bought used)
-alternator (which came with the drivetrain a year ago, and the bearings were grinding back then).
Made sense to replace the cheaper one so I threw in an OEM idler, and the noise did not change. Replaced the alternator with an Autozone unit, and suddenly the noise is severely worse. At hot idle it's not there, but as soon as I go above 1200 RPM we have a loud squeal.

Water pump is a low mileage used unit
Belt tensioner is a new rockauto unit
Power steering pump is a low mileage used unit

I'm assuming it's one of the following:
-Alternator is bad. It charges fine and the bearings made zero noise before putting it in, so I doubt this.
-Alternator pulley is now SLIGHTLY misaligned with the rest of the system due to manufacturing tolerances, causing causing enough belt misalignment to make noise.
-Belt is bad
-One of the other accessories suddenly went bad and is making noise internally (doubt it)

I plan on running it tonight and spraying the belt with water to see if it quiets it down. Will run it without the belt as well to rule out an accessory being bad internally.

I also diagnosed a severe clunk I was getting from the driveshaft under hard launches. Thought it was one of the diff bushings causing that pig to move around, but it turned out it was the CSB (which is original to the car). It's a shame because I bought a new CSB months ago and asked Fleet Pride to install it for me when they welded on the slip yoke. They "couldn't get the nut off" on the center section, but I think it was more of a case of it being late on a Friday and them being too lazy to get it done. So now I have to try to find that new CSB somewhere in my pile of parts and do it myself, hopefully it's not too much of a pain.

On the brighter side of things while I was underneath the car I measured up the diff bushing dimensions to make a removal and reinstallation tool for the front and rear bushings. I bought a handful of E39 M5 diff parts last year while rebuilding mine and I got 2 new rear bushings as part of the deal. I'll snag a new front one with ECS as I have store credit with them and need a few other things anyhow, and will be making those tools at work this week.

For the pic whores: pulled off my M-Parallels to put on a spare set of wheels. The rears are getting there but still have lots of fun left in them.

it was definitely a busy weekend. i drove up to Waterfest in NJ with a friend and had a great time. Entered the burnout contest completely on a whim, ended up blowing a radiator (laying it on the limiter a LOT wasn't helping), but it was something i'll remember for a long time to come. Despite the grueling heat and crappy traffic it was still an awesome experience.

I blew the ever living **** out of the radiator during the burnout. Slapped in a stock Corvette replacement in the parking lot (with zipties no less) and drove home 7 hours that day.

someone in the crowd grabbed this for me.

Waterfest 19 - LS Swap E39 BMW Does Nice Burnout Then Blows Engine - YouTube

slapped in a new rad in 30 mins and made it home 6 hours with no issue. Drove it to work this morning. What a beast.

Time to be a ricer and get some wheels.

Some of you may recognize an Anthracite M5 in the below pic, it belongs to Technician117 on here.

Ordered a new set of reps (Style 37) to replace the current ones I'm running, they'll be 18x8 for the front and 18x9.5 in the rear. The M-Parallel style will always be my favorite, but the ones on the car had an offset designed for a 3 series and looked too sunken in even with spacers. Lots of E39ers run 18x9.5s all the way around but the lip on the wider wheels just didn't look right in the front after test fitting Drew's, so staggered it is. I have a set of tires I'll be using on the fronts but need something for the rear, may just end up buying a new set (GASP). Unfortunately it looks like the wheels are backordered so I won't see them for at least a few weeks.

Test fit of the wheels courtesy of some d-bag running them on his mullet-mobile

JD fabbed up a SS extension of my exhaust to dump out the back, which solved the drone I was sick of. Since my regular rear bumper doesn't have a cutout for an exhaust tip, I trimmed a bit away for a temporary solution. I have an M-Tech rear bumper that has a diffuser and a single exhaust cutout, just need to have it painted.

Took a ride out to a car show in Pendleton at a church event with a friend and my fiancee on Sunday, great day for it.

Where I found that one of my manifold bolts had backed out and was missing.


805 Posts
Discussion Starter #14
Wheels and beer!

old tires were shot, and i sold my old m-parallel reps that were sized for a 3 series.

perfect excuse to buy some real wheels, m-par reps in m5 fitment. Staggered setup, 18x8 & 18x9.5.

oh, and finally invested in the most important thing one can have in a garage.

ok, time for a big update. I have been busy with a ton of crap, so i'll try to let the pictures do most of the talking.

Got my new m-parallel reps on, and they fit/ride great. Wheel gap was pretty pronounced afterwards, especially in the rear.

i wrapped the interior trim with 3m aluminum vinyl, but didn't like the way it came out. It was too bright and looked odd and discolored in the sun.

so i ordered up the stainless steel finish, and got to work.

much better.

made one of these for a friend

buying this has been taking up the majority of my spare time. We hopefully close next week.

i finally gave the winter beater some much needed maintenance in the form of pads/rotors all around, as well as a general tune up and inspection. I also finished installing all the parts the the deer destroyed back in may.

my fiancee surprised me with a trip to vegas for my 25th birthday.

so i had to ensure that this fat lard was well fed while we were gone.

vacation was great. Returned back to work, and as i was driving to lunch one day, this happened:

turns out crappy non-penetrating porous welds don't hold up well to aggressive shifts. Lesson learned: Don't be a stubborn idiot and try to keep on welding after gas has run out.

luckily my weld quality is also improving. I cut up a new block at work and welded it all up. I think it came out nice.

i came across a great deal on m5board and had to jump on it.

while in there, i also replaced the rear pads, rotors, wear sensor, and rear sway bar end links, which were completely shot (.125" play).

i have yet to take pictures with my "good" camera, but i'm very happy with how they came out. I still need to add spacers in the rear and adjust the height side to side.

took a trip down to ellicottville this past weekend for our annual "fall drive". That's my friend tim (technician117 over on m5board) on the left, his girlfriend danielle in the middle, and my fiancee melissa on the right. Ls 540 vs m5 on the way down was a fun time. We swapped cars as well for half the trip to compare differences...yes, it is a dramatically different driving experience in every way, despite being neck and neck from a roll.


2,519 Posts
Now you just need to get a bigger cam, port those heads, and some real headers and you will walk me in a roll on the highway...

Nice to see all the pics. Definitely shows people how much work is involved in doing an LS swap.

2,519 Posts
Also notice how the girls always prefer photos next to my M5...

805 Posts
Discussion Starter #18
Honestly the girls just wanted to showcase mine just a bit more, so they covered yours up.

Oh, and I have my other wheels on, let's go from a roll again and see what happens! Maybe Friday or Saturday.

I have toyed with the idea of some 243 heads but I don't think they're worth the trouble over my milled 317s. If I come across a good deal on a lumpy cam I will jump on that for sure, since right now it has that stock tone.

And as far as the doubt I would see some good gains from a set of longtubes, but the eventual plan is to flip some truck manifolds and mount a big single turbo up front...

1,872 Posts
So that's all it takes to do the swap? :tonquesmilie:
Got to be very satisfying to have it running.
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