Me and my car 1990 BMW M5 E34 3.6-litre

Driving the Dream E34 M5: an owner’s tale of utter delight

Me and my car   The sun’s always shining in Arfan Talib’s world. Why? Because he’s driving the M5 he always dreamed of…

How do you turn the head of a dyed-in-the-wool marque enthusiast, and lure him or her towards another brand? Petrolheads often roam in tribes and hunt in packs; it’s usually the case that Ford guys will only ever contemplate driving something with a blue oval glued to the snout, Vauxhall fans will never stray from the griffin, cut MINI owners open and little MINI logos will spill from their veins… So, what did it take to tempt hardened Mercedes-Benz enthusiast, Arfan Talib, away from the three-pointed star, and into our warm Bavarian embrace? Well, it had to be something pretty darned spectacular – but, in the case of the E34-generation M5, ‘pretty darned spectacular’ sums the thing up rather nicely.


“The reason I decided to buy an E34 was that they’re an all-round solid car, and generally more problem-free for a modern classic compared to my various Mercs,” he explained with a grin. Sure, and I bet the race-infused straight-six and balletically poised chassis didn’t hurt either…

This era of M5 is, it goes without saying, more than a little special. Hand-built by BMW M GmbH, it offered the now-established M5 package of luxury-express appointments with race-car grunt and B-road handling, and the E34 is regarded by many enthusiasts as an absolute peach. The forefather E28 is an icon, and the V8 brutality of the subsequent E39 served up a hilarious tub-thumper.

But the E34 has boldly emerged from the hinterland between the two as a supremely desirable option. The relative scarcity of this model nowadays was a factor too, of course – any M car will mark you out as a connoisseur, but this particular one makes a bold statement about your eye for the off-beat.

But it’s not just the belligerently niche nature of it that makes the E34 M5 an alluring proposition. It’s a formidable machine; a gobsmacking feat of engineering. Its brawny, 3.5-litre S38 engine is an evolution of the motor that’s found in the old-school E28, shoe-horned into production shells that were hoiked off the line at Dingolfing and sent off to the M bods at Garching for some special treatment.

The official designation of the motor is S38B36, and it’s commonly cited as being a 3.6-litre engine, but the actual capacity is 3,535cc. A mid-life power-up ushered in a bigger engine, with post-1991 models getting a 3.8-litre motor – essentially the same engine, but with increased bore and stroke, bigger valves, lighter pistons, bigger throttle bodies and revised manifolds, raising power from 315 to 340hp.


However, the example we have here is arguably the purist’s choice; a 1990 3.6 (or 3.5, if you will), with the five-speed manual gearbox rather than the later car’s six-speeder. “The other key reason for wanting one of these cars is that as a young lad, I always admired the looks of the E34 – especially the Alpina sports and M5 variants,” Arfan added. And there’s no better reason for buying a car than to amuse your inner child, is there?

“In fact, I’d actually bought a B10 3.5 a few years ago,” he continues. “It was a genuine Alpina car with the official engine upgrade, and finished in Alpina Racing Green. However, I decided to sell it because I was worried about the TLC that was needed on it, which was unfortunate, and I still regret getting rid of it! It’s with a car collector in South Africa now.

“Shortly after that I bought an E34 525i Sport Touring in black – it was simply the look of this generation of 5 Series that appealed to me, especially that front end; I think it looks so menacing! In my opinion, the Sports, Alpina and M spec totally transform the look of an E34, and that’s what I love.”

So, Arfan is clearly a man with a passion for this specific chapter of BMW’s history, which is amusingly at odds with all the Mercedes classics in his garage. As such, with an E34-shaped hole in the collection, it was always inevitable that another one would come along sooner or later. But he couldn’t have known at the time that the next one would be a keeper; these cars may come and go from his life, but the one you see here is fast becoming a lifelong companion.


“I came across this car while my wife was shopping,” he recalls. “It was an M5 and it was red, which was enough to get my attention! The colour combo was great, especially as I’ve already owned my fair share of red cars, but this particular spec was something that really appealed to me. The car was generally in good condition, aside from the usual fading paint that you’d expect on the bootlid, and it needed some rust spots sorting on the bottom of the driver’s door and fuel filler area.

“All in all, it seemed like an excellent purchase – although it wasn’t without its issues. Having done the deal, I filled up the tank and hit the road but, by the time I arrived home I could really smell petrol. It turned out that the fuel tank was leaking, which is why the seller had it on pretty much reserve when I took it on a test drive!” Ah, the perils of used car buying, eh?

But if that was the worst of its issues, Arfan could cheerily count himself as being on to a very good thing. The M5 is a glorious brute, and despite it being a bit tired and worn around the edges, he was sure it was a fundamentally honest, solid and, above all, entertaining acquisition.

So, as is his way, Arfan set about working through his to-do list, and getting the car shipshape. This was all carried out with the utmost fastidiousness too, as the phrase ‘that’ll do’ simply isn’t in his lexicon. Glancing around his car collection, it’s immediately apparent that each vehicle he owns has to be arrow-straight, flawlessly presented and clean enough to win trophies in a Concours competition.


Job one, obviously, was that fuel tank – and this immediately threw up an unexpected hurdle. It turns out that not all E34 tanks are the same size and shape! The larger, metal M5 tank proved very tricky to find, as well as prohibitively expensive, so Arfan’s solution was to fit a fresh item designed for a race car. Which isn’t a bad pub boast, is it? The exterior aesthetics were niggling away at him, too, so the minor rust spots were dealt with in short order, the paintwork corrected, and the whole thing treated to a picture-perfect, Concours-quality freshen-up.

The ceramic coating really helps that rejuvenated Brilliant Red pop, as well as providing the protection that’ll keep it looking young for years to come. “The car was overheating slightly too, so we replaced the radiator and coolant system,” he explains, ever prudent, “and at the same time, we had the front sills replaced with fresh metal and rustproofed, as these are common areas where E34s tend to go.

“I also replaced all the fluids and gave the car a full service and fitted new springs as well – one of the stock springs had cracked, so I replaced all of them with an uprated and slightly lowered set from H&R. As it’s a performance car, I thought it would make sense to lower the ride height to improve handling! Finally, the exhaust was swapped for an Eisenmann system, which is a desirable and high-quality piece that makes a superb sound without being intrusive.”


There’s a particular logic to exercising restraint when it comes to tinkering with the revered M5 format. While more than a little water has passed under the bridge since the pre-Britpop era, and subtle exhaust and suspension upgrades can be advantageous, the essential platform of this hot saloon is sacrosanct. The M advances over the cooking E34 included stiffer damping, a self-levelling rear, thicker anti-roll bars at either end and adjustable rear toe-in/out; in addition, the steering ratio was reduced, and the brakes were usefully larger – 12.4in discs at the front and 11.8in rotors out back.

Arfan’s example definitely has the best wheel option too, in my humble opinion. While the early M System I design is fabulously retro, with its racy turbine styling, these M System II rims (aptly nicknamed ‘throwing stars’) still look contemporary. They simply represent an excellent piece of design.

The exterior addenda is also worthy of note, because this is where a significant part of the M5’s genius lies. This has always been a car to confound and surprise, to hide in plain sight by disguising ridiculous performance inside a form that appears to be a travelling salesman’s runabout to the untrained eye. While the cosmetic treatment is subtle, it’s also remarkably effective; the body is lower and meaner thanks to a unique front airdam, side skirts and rear diff user, painted in a contrasting colour to accentuate the meanness. There’s a black panel between the tail lights, and buyers had the option to delete the M5 badge and Shadowline the window trim for extra stealth points if they wanted to.


Moving to the interior, any seasoned E34 owner will find little to surprise here, architecturally-speaking, although there were a few M5-specifi c design elements. The dials got red needles, there’s an oil temp gauge under the tacho – instead of the usual economy meter (no need for that sort of nonsense in an M car!) – and, of course, there are sport seats that could be specced in leather or suede. An optional rear centre console (standard before 1990) effectively made the thing a four-seater, and there was the option of a power sunroof, too.

All of this adds up to a formidable package. The car’s long wheelbase and friendly throttle make it a confidence-inspiring and planted beast and, while the genteel surroundings within can lull you into a false sense of calm when you’re just pootling around town, opening the M5 up on a country lane uncages its inner tiger.

Cresting 4,000rpm reveals a mighty torrent of torque, and the sound of that S38 at 7,000rpm is enough to make angels weep. The chassis always feels like it’s working with you rather than fighting back, with a slight tendency to understeer transmuting into subtle, controllable oversteer rather than the relentless and hairy-chested powerslides that pub bores may brag about. It’s one of those magical machines in which increasing the aggression you apply to the throttle, incrementally improves the balance; the harder you drive it, the better it is.

It’s not just a tool for speed though, not for Arfan. With the amount of effort that’s gone into making it look better than new, it’s unsurprising to learn that it gets about a bit. “My car was actually used by BMW UK for the launch event of the new G30 5 Series,” he tells us. “This was held at Donington Park and the E34 was in an exhibition showcasing the timeline of the 5 Series over the years. It was picked up by transporter and dropped back to me after two weeks on display!

“It’s been to a fair few shows as well; the Gaydon BMW Festival, the BMW Show at Santa Pod and lots of local meets. The car gets a lot of compliments wherever I go, especially locally in Birmingham, as it’s a car from the 1990s and an M5, so it appeals to the youth as the badge automatically makes people think it’s special. But the older generation love it too because, well, it’s an E34! My father usually drives it more than me, to be honest, as he loves the way it goes. He regularly gets stopped by people enquiring whether he wants to sell it…”

But those dropped-jaw onlookers and enthused speculators will have to look elsewhere. Arfan’s sold enough E34s to know that with this one, he’s realised his dream. He may be a Mercedes man at heart, but this sparkling BMW will always be front-and-centre in his affections.


Arfan is especially grateful to his father for his support, as always, and for the use of his garages for car storage. Also thanks to the lads at BM Parts Centre for the servicing and work they’ve carried out on the car – especially Abid for his help with sourcing the replacement fuel tank, and Asif for helping with the sill replacement work

My car was actually used by BMW UK for the launch event of the new G30 5 Series

Tech Spec: 1990 BMW E34 M5

ENGINE & TRANSMISSION: S38B36 3.5-litre straight-six, Eisenmann exhaust system, Getrag 5-speed manual transmission

CHASSIS: 17in, ‘Throwing Star’ M System II wheels, stock M5 brakes, H&R springs, 23mm front anti-roll bar; 18mm rear

EXTERIOR: Brilliant Red paint with ceramic coating treatment


Arfan has been an admirer of the E34 M5 since he was a boy, so it’s a dream to own one now. Left: The early 1990s was a different world in terms of switchgear simplicity. Middle: Decent, rear-seat accommodation for two adults; 28-year-old covers look in as-new condition. Right: Speedo capped at 180mph, 7,000rpm rev limit and red needles; it must be an M car!

Executive saloon or road-going racer; the E34 M5 is equally adept at both roles. The E34 M5’s sport seats could be part-covered in either leather or suede; Arfan’s car has the former. Arfan Talib’s E34 M5 is a spectacular example of a spectacular car. The S38 3,535cc straight-six in this E34 M5 produces 311hp, which was enough to push the car to 60mph in 6.3 seconds. The distinctive M System II rims, known as ‘throwing stars’, still look contemporary. Typically understated M5 rear-end styling.

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Jean-Claude Landry
Jean-Claude is the Senior Editor at, and, and webmaster of He has been a certified auto mechanic for the last 15 years, working for various car dealers and specialized repair shops. He turned towards blogging about cars and EVs in the hope of helping and inspiring the next generation of automotive technicians. He also loves cats, Johnny Cash and Subarus.