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Sacrilegious or Spectacular? 1999 BMW 540i 6-speed LS1

Another week, and another opportunity to highlight a car that will tick off the purists; but this one is pretty unique! While most LSx swaps start with a car that didn’t originally come with a V8, today’s BMW 540i originally had just that; the M62 4.4 liter V8 with 280 horsepower is gone, replaced by a modified LS1/LS6 hybrid with a T56 transmission. Of course, you’d never know that unless you looked under the hood – or provoked the driver to hit the loud pedal:

CLICK FOR DETAILS: 1999 BMW 540i LS1 on eBay

Year: 1999
Model: 540i
Engine: 5.7 liter V8
Transmission: 6-speed manual
Mileage: 153,541 mi
Price: $17,000 Buy It Now

Well the time has come to sell my 540i we LS Swapped over the last year. Complete Swapkit was purchased from Here are some stats.


-LS1 Shortblock 80k miles
-Modified GTO Oil Pan Powdercoated
-LS6 243 Heads
-Patriot Double Valve Springs w/ Ti Retainers
-Ported LS6 Oil Pump
-Double Roller Timing Chain
-LS7 Lifters
-LS2 Trays
-Custom Cam .612 In .618 Ex. 232/234 Duration 112 LSA
-LS6 Intake Intake and Injectors
-LS6 Valley Pan and PVC
-F Body Radiator and Fans
-F Body Accessory Drive
-85mm MAF
-Custom K&N Intake Setup
-Custom High Temp Power Steering Lines
-New OEM Rubber Engine Mounts

-Low Mile OEM Shocks and Springs
-M5 Front Sway Bar
-Dinan Rear Sway Bar
-Powerflew Control Arm Bushings

-New Rotors
-Hawk Pads
-Stainless Lines

-Rebuilt T-56 Stage 2 by Donnato Transmissions
-New Bronze Fork Pads
-Carbon Synchronizers
-Brand New Input Shaft
-Brand 3,5,6 Gears
-LS7 Clutch and Flywheel Shimmed 0.125″
-Tick Speed Bleeder
-New F Body Trans Mount

-E34 M5 3.91 LSD Rebuilt
-E39 M5 Diff Cover
-Custom Diff Bracket
-Redline Full Synthetic Fluid
-Custom Rebuildable OEM style 2 Peice Driveshaft

-1 3/4″ Mid Length Headers Ceramic Coated
-3″ Collectors with V-Band Clamps
-New 02 Sensors
-Full Dual 3″ X Pipe
-M80 Pypes Mufflers
-All exhaust coated

The factory speedometer, tachometer, and OBD2 all work. LS1 Computer was tuned by Frost. Staggered Style 32’s have brand new rubber. Rear’s have 275 Nitto Drag Radials. Car runs and drives as if it were stock. No abnormal harshness or vibration! This car is super fast and breaks necks anywhere it goes. No expense was spared when building this car. The engine bay looks as if BMW themselves put this drivetrain in the car! The exhaust sounds absolutely amazing. Never been to the track but should be right at low 12’s high 11’s. There is over $25,000 into this build!

-Rear Pass Window Regulator is Broken
-Fog Lights Don’t Work

Call Steve with any questions @ 248-924-5946 or feel free to call Madison as well @ 734-780-6477.

Isn’t this, in some measure, what the M5 should have been? This is a serious Q-ship; outside of the very subtle rear drag slicks, there’s nothing that hints this car is anything more than a typical 540i. No body kit, massive flares, crazy wheels, or big scoops here – just a slick, quiet conversion to a massive motor. Inside the car retains the typical 540i luxury interior and appointments. This could possibly be one of the most perfect sleeper packages I’ve ever seen done; perhaps it would have been even more slick were it a 528i non-sport, but nevertheless it’s impressive. There don’t seem to be many drawbacks to the conversion; I don’t see any mention of the air conditioning, but I’d assume it’s not there any more. Aside from that, for $17,000 you’ll get one of the best executed LS swaps in a discrete wrapper and be able to wipe the smiles off M5 owners’ faces. That alone might be worth the price of admission!



  1. jeff
    jeff November 4, 2014

    Completely agree with your assessment. Low key and done right. Would be perfect (for me) if done in silver metallic.

  2. tinyfrogs
    tinyfrogs November 4, 2014

    “540” issue could be corrected with a badge swap. AC issue is much more of a problem, enhanced by the dark paint.

  3. Ry
    Ry November 4, 2014

    Another crazy swap that’s sold “within months” of completion. I don’t think that’s a coincidence. And go to the track and run a 1/4 mi instead of making lofty claims on what it “should” do. Why are those rear tires even on the car if it’s on the street? They have such a low treadwear rating and horrible in rain.

    How much is it to fix a window regulator or fog lights? Sloppy.

  4. UrSDriver
    UrSDriver November 4, 2014

    I’ll take my chances with a higher mileage E39 M5 for 17K.

  5. Z
    Z November 5, 2014

    And yet another “professional” swap where open air filter is placed in engine bay right next to radiator that’s going to dissipate heat which is going in the intake effectively killing HP. Very impressed.

  6. Greg
    Greg November 5, 2014

    An engine swap like this is fun to talk about but for someone looking to spend mid-high teens on an E39 should go with a real M5 or a supercharged 540i.

  7. MDriver
    MDriver November 5, 2014

    so if I remember correctly an LS1 is rated at 350hp? correct? and a few shy of 400lb/ft torque
    sounds like an early Vette motor or a GTO motor…
    either way…I don;t get it ….
    for 17k I can get a nice M5 rated at 396 hp & 369lb/ft torq. just sayin..

  8. Ry
    Ry November 5, 2014

    @Mdriver – exactly! On paper it gets a lot more interesting with an LSx that’s less than a decade old (better technology, 50-150 more HP, newer trans, etc) but that also adds $5-15k more in cost to an already difficult to justify swap.

    The valve covers, coolant catch can, and intake (as pointed out) all look maybe the 3rd best wrench in my neighborhood put it together. I also bet underneath the pass side plastic cover there is a rats nest of wires.

    PS – If you read the build threads, the cheapest way to get LSD is an e34 M5 rear diff, which at 3.15 final drive, makes 6th and even sometimes 5th not useable even on the highway. Funny considering the MPG economics are highly touted on the swap fabricator site (should MPG ever come into the equation if finished vehicles might be equipped with drag radials?).

  9. MDriver
    MDriver November 5, 2014

    @Ry I have a Dinan 3.45 rear diff LSD on my E39…and while I give up some top end (which you don’t really get too around here)…the low end difference is glaringly clear…
    in 1st gear slowly release the clutch and the car moves no jerking…

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