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1988 BMW M3 - The Best Of Both Worlds

An E30 M3 with an S54 3.2-Liter swap: Utter perfection or sheer blasphemy? You be the judge…

Justin Fivella
Jun 19, 2013

Countless bench races between BMW enthusiasts have highlighted the virtues of the different generations of M3. In fact, if we had a nickel for every time somebody claimed the E30 was the quintessential M3 platform, we'd be millionaires. Sure, it's slightly antiquated by modern standards, but purists believe it speaks to the driver unlike any M car since.

Proponents also believe it's blessed with a characterful personality lost in gizmo-laden vehicles, and that the E30 requires greater skill and respect to drive at the limit. In other words, the demands are high but so are the rewards.

01 1988 BMW m3 evo 2 front bumper Photo 2/12   |   1988 BMW M3 - The Best Of Both Worlds

Of course, we'd also be wealthy if we collected money every time somebody claimed the best M3 motor is the S54 3.2L straight-six from the E46 M3. Sure, the preceding in-line engines were gems, and the high-revving S65 V8 is amazing, but somehow, the S54 gets the most votes. Despite an exceptionally long stroke, the 3.2L could spin to 8000rpm and, in doing so, garnered a top ten spot in the highest stock piston speeds of all time!

How fast you ask? Try 4773.33 feet per minute. Many thus claim the S54 was the most highly tuned six BMW ever created and the quintessential BMW engine.

So what happens when you combine the E30 M3 chassis with the S54 straight six? Road-going nirvana, according to Ryan Gangemi.

"After building a high-compression S14 2.5L 16v four-cylinder stroker motor and enjoying it for six years, I was looking for more power while making the car even more unique. So I looked into an S54 swap, which was then relatively unheard of back in 2010," he told us.

Before the aficionados start choking, Gangemi is a diehard E30 fan and has owned no less than 25 different models, including three M3s. He's also a certified BMW master mechanic who owns his own Bimmer speed shop, Ryan Gangemi MotorWorks, or RGMW.

03 1988 BMW m3 UUC quick shifter Photo 3/12   |   E36 M3 five-speed transmission with UUC quick-shifter gets the power to the M Coupe LSD

"I fell in love with the E30 M3 in college as soon as I saw the unique factory widebody," Gangemi said.

Up until that point he'd been a hardcore VW fan, owning a modded Jetta and Corrado before jumping ship to the BMW side. "I had a lot of fun with VWs but the BMW build quality is so much better and I instantly fell in love, " he continued.

He fell deep, receiving his Auto Tech degree and working at a local BMW dealership for seven years, eventually earning certification as a Master Tech. His zest would drive him to open his own shop, operating the BMW tuning and repair business for the last three years.

"My first E30 M3 was a red-on-black 1990 with 75000 miles that I loved but it was totaled," he explained. "The insurance payout led to this car in San Diego. I bought it from the second owner in stock condition with 109000 miles on the clock."

That was 11 years ago; a long time for an enthusiast to keep one car, but Gangemi is an E30 man to the core. "I started with a spring and shock combination before swapping the tired, stock motor for a lower mileage example," he added.

Like many E30 M3 drivers, he eventually spun a rod bearing and decided it was an opportune moment to up the ante in the form of a built 2.5L bottom-end sandwiched under the stock cylinder head and valvetrain.

Shortly afterwards he took the brave decision to fit 19" M3 CSL wheels. "Not long after buying the car I really wanted to push the envelope and run 19" wheels on an E30," Gangemi explained. "I knew it would be controversial but I took the time to properly roll, flare and paint the fenders for the perfect fit."

The modification put the car on the map. For better or worse, it gained him lots of attention and ignited his desire to dive deeper into the M3. "It encouraged me to modify the car beyond what I'd initially planned. Before long, I'd removed the cylinder head and built the top-end to match the 2.5L bottom-end," he said.

The tuned S14 was good for 205hp at the wheels thanks to a ported and polished head, Schrick cams and a modification that would soon become a Gangemi staple - a Markus carbon airbox.

08 1988 BMW m3 leather front sports seat Photo 7/12   |   1988 BMW M3 - The Best Of Both Worlds

The built four-banger was eager to rev but it just wasn't enough. Bitten by the tuning bug, Ryan set out to realize his vision of M perfection.

"I was very familiar with doing S52 swaps after completing dozens at my shop, but I wanted something more unique. And since the European S50B3 E36 M3 engine was scarce and expensive, the E46 M3 S54B52 was the likely candidate," he said. "At the time it wasn't a common swap and certainly proved difficult."

Back in 2010 people hadn't started modifying the E46 M3 wiring harness for the conversion, so Ryan decided to use a Typhoon standalone ECU from Specialist Components. It has since been replaced but at the time it was both affordable and had the ability to control the Vanos system.

"Prior to the Typhoon I ran my first S54 motor on the dyno with the Vanos locked but it melted a piston. I assumed the tune was wrong so ripped out the motor and built this second one with the standalone," Gangemi explained.

The new motor also received ceramic-coated Supersprint headers and a 3" mandrel-bent exhaust system with a Borla muffler and Gangemi-created carbon fiber tips. It also sports VAC underdrive pulleys, while another Markus carbon fiber intake plenum takes pride of place under the hood.

Yet the wiring wasn't the only nightmare, because the front subframe and oil pan needed fabrication to shoehorn the big six into the tiny bay. Yet the body escaped without modification. "I didn't hammer the firewall, beat metal or bend any body panels to make the S54 fit, although I did get creative with the drivetrain," he said.

09 1988 BMW m3 side view Photo 8/12   |   1988 BMW M3

How creative? It has an E36 M3 ZF transmission, E34 M5 clutch and M Coupe 3.25:1 limited-slip.

Of course, no power increase is complete without chassis mods, so Ryan started with Ground Control coilovers, utilizing Koni SA shocks with 650 lb front and 1200 lb rear springs, combined with AKG control arms to ensure it corners flat even without sway bars. It also uses AKG subframe bushings and weld-in caster/camber/toe kits plus an E36 M3 steering rack without power steering. "I love the direct feel of the manual steering and brakes without nannies like ABS," he said.

Ah yes, Gangemi is a purest and drives without the aid of assistance to his custom Brembo setup from Lee Motorsports. The stoppers consist of four-piston calipers on all corners with a Ron Lee rotor kit employing 14" Dodge Viper floating discs up front, and 13" C6 Corvette Z06 rears.

The massive binders are paired with Mintex ceramic pads and a 21mm/17mm master cylinder that have proved more than sufficient to haul down just 2700 lb of Bavarian steel.

Ryan didn't hold back on the exterior either. "I wanted the body to be subtle, yet aggressive, so the mods and 19" Morr VS7 forged wheels set the tone I was trying to achieve," he said.

Additions included M3 Evo Sport fenders and rear wing with a carbon Gurney flap and front splitter on the Evo 2 front spoiler. It also has JEDM3 carbon kidney grilles, smoked Hella headlights and yellow fogs. "To fit the wheels I had to flare the rear arches but also shaved the door locks, bumper lines and washer nozzles before the car was repainted its OEM silver by Precision Autobody," Gangemi said.

11 1988 BMW m3 Morr VS7 wheel Photo 9/12   |   Fender mods allowed 19" wheels to be squeezed over custom Brembo brake kit

Inside, you'll find Recaro-style front seats, a Momo Comp steering wheel, ZHP shift knob and leather-wrapped German console. "The interior is understated but I'm in the process of swapping over to the Evo's tri-color interior with Recaro S30 seats, tri-color consoles and leather door handles - it should make a nice addition," he suggested.

As you'd expect from a fanatic, the job is never done and Ryan's considering several other updates but hinted he might sell the car for the right offer to recreate an E30 Convertible he still misses.

"There are faster cars out there, but few have the visceral appeal of a proper S54-swapped E30 M3 since the chassis is about 700 lb lighter than the E46. It's alive in a way you never thought possible," he said. Naysayers need only look at the black lines behind Gangemi's creation to understand he's not bluffing.

1988 BMW M3

Ryan Gangemi
Auburn, CA
Owner, Ryan Gangemi MotorWorks

04 1988 BMW m3 E46 M3 S54 engine Photo 10/12   |   E46 M3 S54 3.2L engine swap has generated hundreds of smiles per hour, especially with sound of Markus carbon airbox and Supersprint headers

Engine 3.2-liter S54B32 six-cylinder 24v with Specialist Components Typhoon standalone ECU, manual throttle conversion, secondary air injection block-off, Markus carbon fiber plenum chamber, VAC underdrive pulleys, AN-10 oil cooler with ten-row Mishimoto core, Samco hoses, ceramic-coated Supersprint stainless steel headers, 3" mandrel-bent exhaust with Borla XS muffler and RGMW carbon tips, modified dual-sump S54 oil pan

Drivetrain E36 M3 ZF five-speed manual transmission, E34 M5 Sachs clutch, UUC lightweight flywheel, M Coupe 3.25:1 limited-slip differential and cover, UUC EVO3 short shifter

Brake four-piston Brembo calipers all round with custom Ron Lee 14" Viper floating rotors f, 13" C6 Z06 r, 21mm/17mm master cylinder, Mintex ceramic pads, ABS deleted

Suspension Ground Control coilovers with 650 lb f, 1200 lb r springs, Koni SA shocks, AKG front control arms, 12mm raised 80A subframe bushings, 75D TA bushings, weld-in caster/camber/toe kit, unassisted E36 M3 steering rack

Wheels & Tires 19x8.5" f, 19x9.5" r Morr VS7 wheels, 245/30 R19 f, 275/30 R19 r Yokohama tires

02 1988 BMW m3 ryan gangemi Photo 11/12   |   1988 BMW M3 - The Best Of Both Worlds

Exterior Evo Sport pulled rear fenders, rear wing and hood seals, rolled front fenders, carbon fiber Gurney flap and front splitter, Evo 2 front spoiler, JEDM3 carbon kidney grilles, shorty antenna, shaved badges, locks and washer nozzles, smoked Hella headlights, yellow French foglights, clear markers, smoked MHW tail lights, window tint

Interior leather front sports seats and rears, leather-wrapped German console, Momo Comp steering wheel, ZHP shifter and custom boot, suede headliner, carbon dash trim, JVC head unit, Rockford Fosgate component speakers, 10" Luke subwoofer and amp

Thanks Ryan Gangemi MotorWorks (, AKG Motorsports, Ron Lee at Lee Motorsports, Precision Autobody, VAC

05 1988 BMW m3 evo sport rear wing Photo 12/12   |   1988 BMW M3
By Justin Fivella
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