The M7 That BMW Never Built
Craigslist Is Dangerous

Above all else it’s passion that produces some of the best feature cars to grace this site. Not likes, trophy-hunting or anything of the sort. Plain and simple passion.

If there’s one thing Scott Johnson has, in almost overwhelming abundance, it’s a passion for building cars. Scott got hooked fairly early, at just 13, and he was all-in from that point forward. His first car was a Datsun 240Z he purchased for $100. Several S30s and Z32s soon followed, but today he’s thinned his heard to a solitary twin-turbo 300ZX.

BMWs came later and as somewhat of an after thought. He picked up his first one, a 1995 540i, to drive while he rebuilt the motor in his Z32. In the process of making the fiver an OEM+ styled daily driver, Scott fell head-first into the world of top-tier BMW modification.

Keiron Berndt - Speedhunters - Scott's E38 BMW

Scott’s 30 today and he’s owned more than 50 BMWs in total. Currently his count hovers around 15. Some might consider him a hoarder, but it’s really not hoarding if the stuff you’re collecting is cool.

His ever-changing and ever-growing fleet of cars made storing his collection at home a bit of a nightmare, so naturally he bought a firehouse to solve the problem. Along with his brother, Scott converted the building into a shop and storage space where they can build whatever they want, whenever they want.

Keiron Berndt - Speedhunters - Scott's E38 BMW

With a space to build, Scott, his brother and few friends started an outfit called Studio 62, specializing in BMW swaps and builds. All the guys have full-time day jobs, but that hasn’t stopped them performing five S62 swaps over the last 18 months in a variety of different BMW chassis.

Keiron Berndt - Speedhunters - Scott's E38 BMW

Buying and selling more BMWs than can be counted on 10 fingers and 10 toes, one car Scott doesn’t plan on getting rid of anytime soon is his Imola Red 740i. The car is one of just 172 US-spec 740s to come from the factory painted in this particular shade of red, and Scott is the car’s second owner.

A nearly sight unseen Craigslist buy, initially Scott didn’t have extensive plans for the car, but it was automatic, so at the least it needed a proper transmission.

Keiron Berndt - Speedhunters - Scott's E38 BMW

From there I’m sure most you can predict what happened. You turn one bolt, then another, and another, until suddenly you’re surrounded by a pile of parts and flipping through your phone, greasy fingers and all, looking for more.

In the end, Scott’s plans for a simple transmission swap turned into building the ‘M7′ that BMW never did.

Escalation Point
Keiron Berndt - Speedhunters - Scott's E38 BMW -4025

Prior to building his M7, Scott helped build an M5 wagon out of a wrecked E39 M5 sedan. The experience left him intimately familiar with the E39, so that’s what he used as a donor for his 740.

As if putting E39 running gear in his 740 wasn’t enough of a challenge, Scott decided to do it all in three weeks, just in time for Bimmerfest 2017.

In addition to swapping the motor, Scott replaced every suspension item, seal, bearing, and hub component on the car. He also fitted the M5 steering box and differential while everything was apart. “It took a bit of fab here and there but in three weeks I had it on the road,” he told me.

Two hundred shakedown miles later, Scott pointed the car toward California and drove it 2500 miles to Bimmerfest without so much as a hiccup.

Keiron Berndt - Speedhunters - Scott's E38 BMW

However, I’m sure you’ve all noticed Scott didn’t stop there. The S62 motor turned out to be a great match for the chassis, but Scott wanted that extra little bit more. Boost was a quick and tidy answer, so a supercharger kit from ESS Tuning was installed. Of course, the blower install kicked off another round of modifications.

Going For Broke
Keiron Berndt - Speedhunters - Scott's E38 BMW

In 2017 the 740i was 16 years old and had acquired its fair share of wear and tear. Knowing it was now not a car he would be parting with anytime soon, Scott tore it down for a complete respray. Having already replaced every bushing under the car Scott took the same approach to the exterior. The black trim you see on the car looks brand new because it is brand new.

Not one single corner was cut on the exterior restoration and it certainly shows in the final result.

As you can imagine, with the exterior now spotless Scott couldn’t leave the tan interior looking like an old catcher’s mitt. Black would be a natural option for a red car but, almost too expected. The leather that drapes the interior today is a result of a painstakingly search through material swatches from a variety of manufacturers. In the end the interior color was inspired by one similar in BMW’s own catalog.

Three interiors gave up their plastics to complement the seat re-trim and the headliner is done in Alcantara.

To the uninitiated the BMW interior looks alarmingly factory, but to those who know it’s far from it. Exactly what Scott wanted.

Wheels & A Drop
Keiron Berndt - Speedhunters - Scott's E38 BMW

Rounding out the build is where a lot of BMWs today seem to start and end: a lip kit, a suspension drop, and wheels. The latter are NOS (new old stock) split five-spoke RS2s from Racing Dynamics.

With a healthy 550hp under the hood Scott didn’t want to make any compromises in the rubber department so he made a tire combination of 255/35 and 305/30 fit under the car at a respectably low ride height.

The fitment looks absolutely flawless. According to Scott, as it sits the car is an animal in the corners and a monster in the straightaways.

Keiron Berndt - Speedhunters - Scott's E38 BMW

The only other body modifications are an Alpina front lip, custom roof spoiler, and a rear bumper that’s been modified for dual cut-outs.

Keiron Berndt - Speedhunters - Scott's E38 BMW

OEM Euro clear corners, and OEM halo headlights tidy up the front end and give the car a little distinction when the sun goes down.

Keiron Berndt - Speedhunters - Scott's E38 BMW

If you think that at this point Scott is done with the car, then perhaps I did a bad job of portraying just how carried away he is capable of becoming.

At the time of writing (Scott may have already changed his mind), the future of this car holds larger 405mm Brembo brakes, headers, methanol injection and more boost. Then Scott says he’ll be finished. Probably.

Dave Thomas
Instagram: stanceiseverythingcom

Photographed by Keiron Berndt
Instagram: @keiron_berndt
Keiron Berndt Photography



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Congrats, Scott and glad to see my cars twin on here ;) We still need to get them together for a shoot one day! This is definitely the best that BMW never made. Every time I start to even consider selling mine, a simple drive and that huge grin throws that thought out the window. Out of 30 cars owned, the ESS S62 E38 is still simply the best!


Thanks Brandon! We'll get them together someday, meet in the middle? Hehe


good god. ticks all the boxes for me.
I wish BMW would make cars this beautiful. The absolute peak of the 7 series and you've made it ///MAZING!




1 question, why “straightaways” (tuna fish) not just “straights” (tuna) like everyone else.


Thinning the "heard" to me is much more bothersome in this otherwise well-written and beautifully photographed story. Speedhunters really has to focus a bit more on grammar/spelling in their stories to match the quality of the visuals.


Straightaway is also a portion of race track :)


That's the point.
The rest of the world calls them "straights" ( tuna) Americans call then "straightaways" (tunafish)
Adding a whole other unnecessary word that adds nothing for no reason.
"They've rounded the last corner and are flying up the front straight" nothing is added by affixing "away" on the end, yet it's the norm, as is tunafish, we all know it's a fish.....
I'm curious as to why.


I think it's a can of worms that nobody wants to open.


Now I'm wondering if tuna(fish) like worms (from a CAN maybe?!) I SERIOUSLY need coffee...


This car is all sorts of beautiful. The leather, the halos, the stance, the paint, all of it. I'm just in awe of how great it looks.

Also i think that 2500 miles you stated is quite skewed. Seeing it's a washington plated car, and Bimmerfest is in Southern CA, there's no way it was 2500 miles; if he was from the east coast, maybe, but the US isn't that big vertically. Just a little detail that irked me CX


That was the round trip distance :)


Round trip, detours? The distance was a direct quote from the owner, but I didn't plot it out or anything :)


You mean you didn't drive the entire route yourself to confirm? Shame on you.


That interior is ridiculously clean. Perfect car.

Jay Soh Tsu Chung

I am always (and still is) puzzled as to why BMW and Audi does not do the M7 and RS8 respectively, when their rival Mercedes-Benz has the S63 and S65 AMG...


Audi did make an S8; it had the delicious V10 which normally resided in the engine bay of the Gallardo. I believe the reason M never built a 7 series is because the platform was just not 'sporty' enough. They (used to) cling very closely to the motorsport principles.


I never mind an auto 7-er but manual is a good addition. The S62 is great but i feel the car suits for an S85 (reliability must be the compromise).
If i had this car i'll never plan part with, i believe it won't be outdated for a relatively long time.
The Bimmer addiction is not healthy though (50 and he's still counting).


The S85 is a great engine but it's low on torque where as the S62 is not. The S62 is also a very straight forward swap in the E38.


Oh the addiction is perfectly healthy! And I'm picky about the sound of the engine matching the look of the car, the S85 sounds *too* exotic IMO. I do have plans for an S85 Z4 M coupe, however.


Can't remember where to find the article but i read that 1 old guy had around 200 classic BMWs with lot of pare parts also he was finally caught stealing from his boss to purchase all of these (he was the head account for long time). He even kept the cars' ownership hidden from his own family. Take care, that's the addiction I'm afraid of (even for myself).
Regarding the S85 Z4, we've seen a viper power Z4 so it's not impossible to fit a V10 there and a genuine BMW engine sounds, obviously, more genuine. So good luck and see here when the build is done.


That was a story on petrolicious or jalopnik IIRC. That guy went through hell.


I believe that was on Jalopnik. I read it too haha.

I think he managed to keep one car in the end?


A 90's wagon but i can't remember if a 3 series or a 5 series.


First of all - I LOVE the S62 conversions in all the models and making an E38 manual driven is a HUGE plus. I have a great appreciation on what these guys are about when it comes to tech. But calling this thing an M7 is simply WRONG!!! 1) If BMW would have done E38 as an ´true´ M it would have had at least V12 with a double VANOS and would have been NA engine. Similar to S70/2 which went to the F1. So they already had the engine to do the things. Switching S62 (which I LOVE!) and putting it in to a car with crude cambers DOES NOT make it an M7. If this would be an "M7" by BMW it would have been closer also to 850CSi. 2) M series cars have always had quite extensive modifications by BMW M Gmbh compared to the normal ones. Changing the tranny, powertrain and engine is not the same. 3) The SIZE has changed. The size of E38 chassis is almost the same as the newest M5. This makes it "even" and "legit" to change the previous models for someones but comparing this to the history is not the case that you should make. DO YOUR OWN STUFF! However, this kind of conversions seem to me as a way to change history. In an all - big KUDOS for having a car that your want and helping others to do the same, but I hate this thing for what it IS.
-E39M5 driver-


You would benefit from a good scotch and cigar session. Dude did what HE wanted with HIS car and HIS money and HIS ideas; who are YOU to give him hell about the end result? Did YOU help wrench on it or overnight parts from Berlin? Just giving MY opinion as YOU'VE given YOURS :) Good day sir!


Well said ...a great build to a different car with the right ethos ....irppa your a troll, speed hunters is not a place for that BS


Hello :)

A few points: I don't call it an M7 personally. BMW didn't title it as such and therefore I won't refer to as such either. It is merely a "tribute" or rather an M inspired 7 series. Why do you think this car should have had a v12 if BMW were to have made it an M? Historically BMW usually doesn't use their "biggest" engines for the M powerplant - case and point, the e34 m5 being a 6 cyl even later in the production when the M60 V8 was released. Also, being comparable chassis BMW tends to use the same motor across several models. The S85 in the M5/M6 for example. The S62 was the "big" M engine during the period the e38 was released, so it is right at home. And crude camber? Pictures may be deceiving, and don't let the ride height fool you - but camber is borderline factory spec all around - still while stuffing a 305 tire in the rear. This car handles better than my M5, actually any of the M5's I've driven, and there are several others who can attest to how this car handles corners :) 2) Really? For the most part, I'd say BMW M changes the complete drivetrain, steering, suspension, brakes, interior, wheels and bumpers. Sometimes they'll relocate the battery for weight distribution. Short of "M" bumpers and moving the battery, I've checked everything off that list. 3) The short wheelbase e38 is actually very similar in size to the e39, at least where it counts - the driveshaft need only be lengthened 4", the wheelbase is very close, but the track width is wider. This car would surprise you!


Loving these old bmers more and more lately


Very nicely done! Its got great impact but the right amount of restraint has been used. Always loved this shape 7 and they are becoming available for good prices now.


I want this so bad I can almost taste it.