So we - Castro Motorsport - successfully completed my s54 swap for Bimmerfest 2012, but the top end was screwed up on the motor. We swapped in a spare complete head I had with cams after the show and waited about 2 weeks for a 1 step larger MLS head gasket and ARP2000 head studs to come in. I decided to drop compression just a hair and put the ARPs, because I plan to run an RMS stage 2 supercharger - with Dan Miller's tuning on my M3 next year! 
Current specs on the set-up:
2006 s54
eBay headers modified by Castro Motorsport to clear subframe and sway bar
Custom mandrel bent dual 2.5" exhaust with x-pipe custom built by Castro Motorsport
Open 3.5" intake, with Bimmerworld silicone intake boot (will be changed for our CSL style airbox this week!)
Custom Alpha-N tune for our CSL style airbox tuned to 8k rpms (not ideal for the current set-up but it stills pulls HARD!) - Should be at around 310+ whp/ 260+ wtq with this set-up
ZF320 5 speed from an e36 m3
10lb JB Racing Flywheel
3.23 Torsen LSD from an M-coupe
Any how the car has been running since last weekend, and I took it for it's first real cruise yesterday. The Alpha-N tune currently on it is not meant for the factory intake plenum + intake we're currently running, but instead it's for our CSL style airbox. Chris didn't want to rush modifying my airbox to fit yet, so we left the factory modified plenum on for now. The tune is not ideal by any means for the current set-up, but it runs great from 3.5k - 8k!
Any how, enough with my rant and on to the kills!
1. E39 540i/6 M-sport
I took the M3 for a longer drive Friday night to make sure it was ready for the 300 mile round trip to San Diego the next day. On my way back from where I was going, a clean Alpine e39 540 M-sport comes up behind me in a hurry. After driving the car for about 30 mins and seeing what my M3 could do, I laughed to myself when I saw the e39!
Anyhow, the e39 gets next to me and the driver rolls his window down, giving me a thumbs up. At that point I realized the guy wasn't the typical douche from Glendale. I hear him down shift and stab the gas real quick, and I was thinking, "why not?"
I dropped it into 3rd at about 70 mph, which is around 6k rpms with my gearing and right in the fat of the s54's power band. Anyway, since my horn wasn't hooked up yet, I signaled him to do a 3-honk (he had no idea what was about to happen to him!)
He jumped a bit early on the 3rd honk, but it made no difference. I quickly made my way through the end of 3rd gear and shift at 8k, when I shift into 4th I'm over a car length ahead. After shifting into 4th, I walked away from him HARD! By the time I got to 120 I was probably 5-6 car lengths ahead of him!
I slow down for him and he rolls his window down asking the famous question - "What the hell do you have in that hing??!!!"
I yell out that it has an s54 from an e46 m3, and the guy's jaw almost hit the floor!
He gave me a huge thumbs up and said the car sounded amazing. Cool younger guy, that wasn't a sore loser.
2. Current Generation LS3 powered Camaro with exhaust
It must have been my lucky night, because about 5 mins after toying with the 540 I roll up on a new LS3 powered Camaro that was driving pretty fast!
He had either straight pipes or full exhaust, because the car was beyond loud!
It looked lowered, with blacked out wheels, with a douchebag, tatted up SoCal Bro sitting shotgun with the window down, and his tatted arm hanging out. I got on his A$$ real hard in 3rd gear and flashed him with my high beams. He immediately down shifts and nails it, we were doing about 80 before he punched it. He doesn't get any kind of pull on me, instead after shifting into 4th, I get into the right lane and slowly start inching across his car. I shut down at about 120 pretty much even with his car. He kept flooring it and probably let off at around 150!
I was pretty happy about this race, as my car still has some power left on the table and an LS3 powered Camaro is no slouch on the freeway!
So I also had some more kills yesterday at the M3 rally down to San Diego.
*** In all of the below kills I had my friend in the car who weighs about 250-260lbs, so let's just say I could've done better.
***
3. E90 M3 6 speed, with exhaust, with a 100-120lb passenger
There were a bunch of e90/2/3 m3s yesterday, along with some e46s, so I knew I could embarrass at least one of them!
Any how, I line up with one of them at about 65 in 3rd, which is about 3k rpms for me. The e90 did the 3 honk, and had a skinny teenager as a passenger. We stay about even through 3rd gear, when I shift into 4th I jump a fender ahead and start to pull on him till 120, where I was about 2 car lengths ahead!
The guy's expression was PRICELESS!
If my friend wasn't in the car and the guy lost his skinny passenger, I would've probably gotten at least another half car length on him.
4. E39 m5 with exhaust
So another car that was driving very "spiritedly" in our pack was a silver e39 m5 with exhaust. I knew he would be down to run, so I pulled up next to him. We were doing about 80, so I signal him to slow down a bit. I downshifted into 3rd at about 70 and signal him to do the 3 honk. On the 3rd honk we both go and I hold even with him till 4th. After shifting into 4th I put about a fender on him and slowly pull. I shut down at about 120 about 1.5 car lengths ahead. This was expected, as I know most e39 m5s are about even with e90/2 M3s, and he didn't have a passenger.
5. Bolt-on + tuned S50 swapped e30 , with a 150-160 lb passenger
So on my way back from San Diego with my friend Peter, we roll up on an S50 swapped e30 that we completed at the shop a few months back!
I had driven the car when it was complete and, it was a very strong S50. His car was running our short ram intake + airbox, s52 exhaust manifolds. full custom 2.5" exhaust we built for him, our custom tune for the set-up, coupled with a ZF 5speed and 2.93 gears.
We both say hi to each other and he was really excited to finally see my car on the road. He had a passenger that I met as well that had to be around 150-160lbs. Anyway I downshift to 3rd and show him what the car could do!
He comes after me and I quickly slow down. This was the real test for me, I had to gauge how much faster the s54 was then my old s52 swapped car (his s50 pulled almost the same as my s52 did). I knew I was quite a bit faster, but I'm wasn't sure by how much. Anyhow I downshift to 3rd at about 70. I knew our gearing would be very similar as he had slightly longer 2.93s, but I had a rev limit that was about 700 rpms higher.
He does the 3 honk and we take off. He holds even with me till he has to shift into 4th right before me, after that it was all over!
I hold it till about 125 in 4th and I end up 4 car lengths ahead!!!
I slow down and both of them were laughing and put their hands over their heads in disbelief!
Anyhow, I'm very happy with the performance of the s54! I can't wait for the CSL style airbox and a tune adjustment, so I can make a bit more power. After driving for so long, I also realized I will be switching to 2.93 gears. While the 3.23 is nice and torquey, it revs too high for me on the freeway. The 2.93 will also be more usable for me, as i will be able to downshift to 3rd at 80, and have an extra 10 mph to pull someone before having to shift into 4th. The 2.93s will also make 1st and 2nd gear even more fun!

Current specs on the set-up:
2006 s54
eBay headers modified by Castro Motorsport to clear subframe and sway bar
Custom mandrel bent dual 2.5" exhaust with x-pipe custom built by Castro Motorsport
Open 3.5" intake, with Bimmerworld silicone intake boot (will be changed for our CSL style airbox this week!)
Custom Alpha-N tune for our CSL style airbox tuned to 8k rpms (not ideal for the current set-up but it stills pulls HARD!) - Should be at around 310+ whp/ 260+ wtq with this set-up
ZF320 5 speed from an e36 m3
10lb JB Racing Flywheel
3.23 Torsen LSD from an M-coupe
Any how the car has been running since last weekend, and I took it for it's first real cruise yesterday. The Alpha-N tune currently on it is not meant for the factory intake plenum + intake we're currently running, but instead it's for our CSL style airbox. Chris didn't want to rush modifying my airbox to fit yet, so we left the factory modified plenum on for now. The tune is not ideal by any means for the current set-up, but it runs great from 3.5k - 8k!

Any how, enough with my rant and on to the kills!
1. E39 540i/6 M-sport
I took the M3 for a longer drive Friday night to make sure it was ready for the 300 mile round trip to San Diego the next day. On my way back from where I was going, a clean Alpine e39 540 M-sport comes up behind me in a hurry. After driving the car for about 30 mins and seeing what my M3 could do, I laughed to myself when I saw the e39!

Anyhow, the e39 gets next to me and the driver rolls his window down, giving me a thumbs up. At that point I realized the guy wasn't the typical douche from Glendale. I hear him down shift and stab the gas real quick, and I was thinking, "why not?"

I dropped it into 3rd at about 70 mph, which is around 6k rpms with my gearing and right in the fat of the s54's power band. Anyway, since my horn wasn't hooked up yet, I signaled him to do a 3-honk (he had no idea what was about to happen to him!)

He jumped a bit early on the 3rd honk, but it made no difference. I quickly made my way through the end of 3rd gear and shift at 8k, when I shift into 4th I'm over a car length ahead. After shifting into 4th, I walked away from him HARD! By the time I got to 120 I was probably 5-6 car lengths ahead of him!

I slow down for him and he rolls his window down asking the famous question - "What the hell do you have in that hing??!!!"

I yell out that it has an s54 from an e46 m3, and the guy's jaw almost hit the floor!

He gave me a huge thumbs up and said the car sounded amazing. Cool younger guy, that wasn't a sore loser.
2. Current Generation LS3 powered Camaro with exhaust
It must have been my lucky night, because about 5 mins after toying with the 540 I roll up on a new LS3 powered Camaro that was driving pretty fast!

He had either straight pipes or full exhaust, because the car was beyond loud!

It looked lowered, with blacked out wheels, with a douchebag, tatted up SoCal Bro sitting shotgun with the window down, and his tatted arm hanging out. I got on his A$$ real hard in 3rd gear and flashed him with my high beams. He immediately down shifts and nails it, we were doing about 80 before he punched it. He doesn't get any kind of pull on me, instead after shifting into 4th, I get into the right lane and slowly start inching across his car. I shut down at about 120 pretty much even with his car. He kept flooring it and probably let off at around 150!

I was pretty happy about this race, as my car still has some power left on the table and an LS3 powered Camaro is no slouch on the freeway!

So I also had some more kills yesterday at the M3 rally down to San Diego.

*** In all of the below kills I had my friend in the car who weighs about 250-260lbs, so let's just say I could've done better.

3. E90 M3 6 speed, with exhaust, with a 100-120lb passenger
There were a bunch of e90/2/3 m3s yesterday, along with some e46s, so I knew I could embarrass at least one of them!

Any how, I line up with one of them at about 65 in 3rd, which is about 3k rpms for me. The e90 did the 3 honk, and had a skinny teenager as a passenger. We stay about even through 3rd gear, when I shift into 4th I jump a fender ahead and start to pull on him till 120, where I was about 2 car lengths ahead!

The guy's expression was PRICELESS!

If my friend wasn't in the car and the guy lost his skinny passenger, I would've probably gotten at least another half car length on him.

4. E39 m5 with exhaust
So another car that was driving very "spiritedly" in our pack was a silver e39 m5 with exhaust. I knew he would be down to run, so I pulled up next to him. We were doing about 80, so I signal him to slow down a bit. I downshifted into 3rd at about 70 and signal him to do the 3 honk. On the 3rd honk we both go and I hold even with him till 4th. After shifting into 4th I put about a fender on him and slowly pull. I shut down at about 120 about 1.5 car lengths ahead. This was expected, as I know most e39 m5s are about even with e90/2 M3s, and he didn't have a passenger.
5. Bolt-on + tuned S50 swapped e30 , with a 150-160 lb passenger
So on my way back from San Diego with my friend Peter, we roll up on an S50 swapped e30 that we completed at the shop a few months back!

I had driven the car when it was complete and, it was a very strong S50. His car was running our short ram intake + airbox, s52 exhaust manifolds. full custom 2.5" exhaust we built for him, our custom tune for the set-up, coupled with a ZF 5speed and 2.93 gears.
We both say hi to each other and he was really excited to finally see my car on the road. He had a passenger that I met as well that had to be around 150-160lbs. Anyway I downshift to 3rd and show him what the car could do!

He comes after me and I quickly slow down. This was the real test for me, I had to gauge how much faster the s54 was then my old s52 swapped car (his s50 pulled almost the same as my s52 did). I knew I was quite a bit faster, but I'm wasn't sure by how much. Anyhow I downshift to 3rd at about 70. I knew our gearing would be very similar as he had slightly longer 2.93s, but I had a rev limit that was about 700 rpms higher.
He does the 3 honk and we take off. He holds even with me till he has to shift into 4th right before me, after that it was all over!

I hold it till about 125 in 4th and I end up 4 car lengths ahead!!!

I slow down and both of them were laughing and put their hands over their heads in disbelief!

Anyhow, I'm very happy with the performance of the s54! I can't wait for the CSL style airbox and a tune adjustment, so I can make a bit more power. After driving for so long, I also realized I will be switching to 2.93 gears. While the 3.23 is nice and torquey, it revs too high for me on the freeway. The 2.93 will also be more usable for me, as i will be able to downshift to 3rd at 80, and have an extra 10 mph to pull someone before having to shift into 4th. The 2.93s will also make 1st and 2nd gear even more fun!

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