I am Teh Edumacator.
Join Date: May 2005
Location: ATL, London, and Barcelona
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I ABSOLUTELY LOVED my 1997 528. The engine was perfect.
Things to look at replacing: water pump (put in one with a metal impeller!), coolant expansion tank, aluminum thermostat housing, new thermostat, bushings, shocks, struts, brake pads/rotors, coolant, cupholders...
Make sure transmission fluid is full. On the 528, the tranny is made my GM and has a "lifetime fill" of fluid. At the very least, make sure some of the fluid hasn't left you, and you might consider replacing the fluid, depending on what you think of the seals. Replace the fluid in the differential too.
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1999 E39 540i/6-VF Stage 1 S/C, Dinan exhaust, Dinan strut+shock braces, Dinan ltwt flywheel + clutch, Dinan Brembo BBK, Dinan monoball, H&R Springs, Koni Yellows, M5 sways, Dinan forged 18" wheels, &c.
1995 E38 740i. Highly modded. Faster than you.
Sold 2-28-07: 1997 E36 M3/4, 8-30-05 RIP 1997 528i
Lindsay fan club member.