Simeon's Ultimate Sleeper is a true AMG-Killer. "Baby"



 Subtly styled, everything that BMW did to make this the world finest luxury sedan, we have further enhanced with refined performance, well...not refined when you push the gas pedal. "Baby", as its affectionately known in BMW circles is probably the world’s most famous E38 modified for performance.

 Simeon has had many adventures with Baby over the years including the "One Lap of America" Race, a trip to Germany on the autobahn & Nurburgring and even Drifting! 

Custom Supercharger: Many custom mods and fabrication had to be done to insure this system, one of the first installed on a 7 series fit our goals, and the car. Now a days, fantastic BMW S/C systems can be purchased off the shelf and delivered to your door. The car now runs a Hybrid of ESS and original VAC components.


As mentioned, at the time Superchargers for the BMW V8 were not finalized or common in the US market. After some work and modifications, the system was in and retianed A/C & ABS. This was the original system fitted to the car.

A Brembo 355mm Big Brake Kit prior to going into active duty. The power and weight of this car requires nothing less!

Brembo Kit and Bilsteins installed on Simeon's Baby. A comfortable and street friendly combination.


Fikse FM10's, a perfect look on so many BMW. Style with the strength to weight ratio of a professional race wheel.



The first VAC flywheel! Known then by our owners name of "Salloum Racing Products".  Whats shown here has evolved into this lightweight flywheel and other modern VAC flywheels for all BMW's.


New BMW S6S420G 6 Speed trans ready to help put the power down. This car was built for the track too, after all.

Underside view of the prepared location for the new trans. Ready to bolt on the custom VAC Motorsports aluminum M5 flywheel.


View of the new flywheel bolted onto the crank.


The install required the fabrication of a strengthed custom drive shaft since the original was mounted to an automatic transmission. Here's the finished work to the custom drive shaft mated to the 6 speed.


Final install of the custom-built BMW210 3.15 LSD, in M5 housing with modified mounting bracket. The mounting took some machining and tricks to fit just right to the drive shaft.



Manual BMW pedal box.

TeamTech Harnesses just like the pros use.
You need these on the track... With Simieon, you’re glad to have the option on the street!

Though you can't quite see it, thats an M5 gauge cluster we installed.
As you can tell, this E38 needs it.
This picture is on the Autobahn after he shipped the car to Germany!



These are just some of the basic modifications. Within the last few years this car also received an unbelievable street performance built VAC motorsports M62 engine with our stage 3 heads, Arrow Conneting rods, CP Pistons, and a host of other excelent modifications, plus the addition off a new Vortec VQS2 Supercharger and air to water intercooler.

Build Badge under the hood


The Vortec Custom install.

"Baby" on the Dyno



The Baby gets to Germany years back."Seriously the fastest E38 I have ever driven".



At the time this swap was unheard of, now we perform these swaps for customers all over the continent!