Full S54-Swapped E36 BMW M3 Build

We recently had the opportunity to take on one of our biggest and most exciting builds yet — transforming a customer’s E36 BMW M3 into a track-ready beast. What started as a clean platform quickly evolved into a no-compromise performance machine, featuring a race-built S54 engine, fully upgraded suspension, and serious stopping power. Here’s a deep dive into the full scope of the project.

The Heart of the Beast: S54 Engine Conversion

At the core of this build is a full S54 engine conversion, featuring a race-built motor by Fletcher Made Horsepower. The iconic inline-6 from the E46 M3 brings a new level of power, responsiveness, and reliability to the E36 chassis.

To make everything work seamlessly, we partnered with Kassel Performance for engine management and tuning, ensuring the S54 delivers peak performance on and off the track. We also integrated a Z3M Can-Bus cluster from MSportParts, giving the interior a functional and OEM+ look.

Supporting mods include an E46 M3 CSL intake, E46 M3 fueling system, and a full CSF Performance radiator and oil cooler kit, upgraded with an AN line conversion for durability and efficiency. Exhaust duties are handled by a full Supersprint header-back system, giving the car a properly aggressive tone.

Drivetrain Upgrades

To handle the increased power and torque, we installed an E36 Z3M clutch kit from South Bend Clutches along with a 1-piece driveshaft from Driveshaft Shop. The setup provides stronger and smoother power delivery, built for high-performance driving.

Handling and Control: Suspension + Steering

Dialing in the suspension was a major focus. We equipped the car with a Bilstein PSS coilover system, matched with IRP camber/caster plates, and front and rear adjustable sway bars from Tuner Motorsport. Combined, these components drastically improve the car’s handling, cornering grip, and stability.

We also performed a full front-end refresh, replacing tie rods and control arms, and upgrading to Delrin bushings for sharper feedback. A steering shaft conversion from Condor Speed Shop finishes off the steering system for maximum driver connection.

The car rides on a set of Michelin Pilot Sport 4S tires, a perfect blend of grip and street drivability.

Braking Power: Porsche Conversion + CSL Rotors

To keep all this performance in check, we installed a Porsche Cayman S / Carrera brake conversion, complete with brackets and stainless lines from Rally Road. We paired that with E46 M3 CSL rotors and EBS Yellow Pads for serious stopping performance.

To top it all off, the calipers were custom powder-coated by Drew’s Powder Coating, adding a clean and aggressive finishing touch behind the wheels.

Finishing Touches

We couldn’t leave the engine bay untouched — so we fully repainted the engine bay to match the car’s elevated build quality and give the S54 the showcase it deserves.

Special thanks to the teams at Turn 14 Distribution and Kassel Performance for their incredible support and contributions to this project.

Final Thoughts

This E36 M3 project is a perfect example of what’s possible when the right platform meets the right parts, the right partners, and the right shop. Whether it’s a weekend track toy or a refined street machine, this M3 is now built to perform and turn heads.