If you have been a regular reader on our site, you might recall the talented fellows at IND-Distribution and their amazing car mods . We have seen some cool M3s modded by them, then we have seen their 135i Coupe at the Luxury Car Show in Chicago and most recently, the Eisenmann factory tour they attended.

This time, they took the time to visit Fall Line Motorsports, Chicago’s premier BMW and European Race shop with an impressive collection of cars. The article is a bit long, but for those of you interested in tuning your BMW, it will be worth it, as for the others, you will find many interesting things. Here is what they had to share with us:

Sometimes, I think back to who I was at 16 years old. Before I had my license, before I knew a single thing about cars. Before the endless thousands spent on project cars and an engineering education. Before I made a lifetime commitment to a business based around nothing but my enthusiasm for this “hobby” we all become addicted to.

Before all of that, there was Fall Line. For me, Fall Line changed everything.
At 16, all I knew about cars is that they looked great, and that going fast was the single most thrilling thing I could do, so when my high school had a career shadow program, a race shop seemed like a fun thing to try out. I sent a proposal letter, and Mark Boden, the owner of Fall Line Motorsports, was generous enough to let me follow him around through his busy day. Fall Line is among a short list of truly inspirational influences that set me on my current path, so visiting the shop today as a participant in the performance industry is a truly amazing honor.

It is with great pleasure that I present to your readers IND’s photo tour of Fall Line Motorsports:

Northbrook is an unassuming suburb north of a city not known for it’s motorsports heritage. This small, quiet middle class suburb of Chicago is nowhere near the closest race track, doesn’t seem to have too many car fans, and is more a haven for the elderly than a town that loves racing. That’s what’s so impressive about Fall Line Motorsports, Chicago’s premier BMW and European Race shop.

The average passerby would think nothing of the 21,000 square foot building that houses Fall Line’s vast collection of equipment and expert fabricators. The facility is huge, but very modest in comparison to the talent contained inside.

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Although this wasn’t my first time in Fall Line’s facility, I’m always impressed by the company’s pride for their racing heritage. Unlike many regular tuning shops in the area, Fall Line has been racing since before it’s official opening in 2001.

Fall Line’s business has been developed with years of racing victories, and the photos covering their walls are just a hint at the level of pride every member of the company has in their work. You can see this pride in everything done at the shop, from the smallest bead of weld to the most intricate engine swap.

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Right as you walk in, you see a collection of beautiful HRE wheels! Local customers are fortunate enough to be able to see and touch HRE’s line up of monobloc and multi piece wheels.


As you enter the shop, the level of cleanliness and attention to detail are immediately striking. Every tool is put away, every inch of floor is perfectly clean. Inside, the facility is absolutely enormous, with enough space for over 20 race cars, a full size race truck and trailer,

The first thing that popped out at me during this trip to the shop was this beautiful yellow C6. This car is a great showcase of Fall Line’s non-BMW work. The car began as a mild track car project that quickly transformed into a full blown race car with a 600hp Katech motor, a full CF widebody along with a genuine wing from a C5R LeMans Corvette, and so many other amazing components. This car is special enough to deserve it’s own feature!


After walking through the shop, my eyes immediately came to rest on a familiar sight: this yellow 3.0 CSL. This car is so special in so many ways! Not only is the 3.0 CSL an absolute legend in BMW Motorsports history, but this one is truly special. Currently owned by one of Fall Line’s loyal customers, in it’s prior life, this car was a pace car in a European Touring car series, and was actually driven through it’s pace car duties by none other than Hans Stuck!

The car has very special significance to me personally. I first took photos of this car when it rendered me totally speechless during my day at the shop in high school. It’s truly amazing to see it still serviced by the same shop so many years later. Seeing the 3.0 sitting front and center on the shop floor was like seeing an old friend.


Sitting right next to this gorgeous example of old school technology is an equally striking example of the newest, hottest racecar available today- the 997 GT3 Cup car. This car comes directly from Porsche with everything you need to be competitive in racing- a beautiful roll cage, enormous brakes, tow hooks, a sequential transmission, BBS 3 piece race wheels with Michelin racing slick tires, all as delivered from the Porsche factory!

Look at the negative camber this car comes with from the factory! This car is set up like a true racecar.


While looking at the Porsche, we spotted an Eisenmann exhaust system on this new M Coupe. Cool!


Speaking of Z4 M Coupes, one of the most ambitious examples of the new M Coupe in the United States, if not the world, is hidden away inside Fall Line’s race shop. This monster of a car features a completely one-off locally manufactured CF widebody, and is soon going to go under the knife to receive the S85B50 engine from the E60 M5! This car will be competing in no-holds-barred unlimited race classes throughout the US, and is sure to create a stir upon it’s debut.


This Trim-Tex sponsored E46 is another truly amazing machine. This car was involved in a fundraiser for the Shriner’s Hospital for Children called “The Drive for 25” at the 25 hours of Thunderhill. Fall Line Motorsports headed a one of a kind effort to raise $25,000 during a 25 hour race to provide a donation to the Shriner’s Hospital. After designing and building the car, and heading up the donation efforts, the staff at Fall Line and some of their gracious clients mounted an attack on the Thunderhill 25 hour race. Near the end of the race, the Fall Line E46 M3 was holding a strong overall lead of 15 laps over second place. Just as the race was nearly won, an oil leak caused a critical engine failure, and took the car out of the race! Although fate prevented Fall Line and their customers from taking the victory in this race, the real victory was achieved when $25,000 was successfully donated to the Shriner’s hospital earlier this month.


This E46 M3 is a racecar owned by one of Fall Line’s many customers. The car runs in SCCA’s T2 class, and has been beautifully prepared inside and out. The car is built to the maximum level allowed by T2 rules!


This customer’s M3 has a carbon fiber CSL airbox, and makes just over 400hp on a completely internally stock motor!


This E46 features a cage engineered and built in house at Fall Line. This plaque is individually numbered, and shows the wall thicknesses of the roll cage, as well as it’s build date. Details like this make for a truly immaculate finish, and again clearly show the level of pride expected in every single piece produced at this shop.


The fabrication room houses a mill, lathe, tubing bender, and numerous welders. The machinery in this room allows for Fall Line to operate in a completely self-contained fashion, performing all of their complex fabrication tasks in house. This allows the staff at Fall Line to ensure the highest possible quality.


Here is a photo of Fall Line’s beautiful E92 M3 racing exhaust system. Note the huge piping diameter, and removable resonators that detach via V Band clamps! Truly a work of art!



This shot shows the exhaust system mounted to Fall Line’s E92 Grand Am Cup Racecar. The turn downs on the exhaust allow for a quieter running car to easily pass track’s sound restrictions, while the Fuel Cell is wrapped in heat resistant foil to maintain fuel stability. You can also see the rear jacking point, built directly into the one-off roll cage. The care taken to make each piece fit perfectly stopped me in my tracks.



Here is one of the big reasons for our coming to Fall Line on this particular day- Fall Line’s huge inventory of HRE wheels!


The wheel I was really interested in seeing was HRE’s new 18” track wheel. You can see them guarding the large Alcon racing brake setup in this photo. These new wheels are designed by HRE’s engineers specifically for Fall Line’s Grand Am Cup racecars and feature a unique one piece design intended to optimize rigidity of the wheel while keeping overall mass and rotational inertia to a minimum. These track wheels perform as well as they look, and I knew I had to see this new direction from HRE in person.


Here is another photo of the beefy Alcon brake caliper. The temperature strip allows for the pit crew to see how hot the brakes are running at that particular session. This caliper is designed for quick trackside pad changes, reduced pad taper, and very high rigidity. It’s truly a work of art from Alcon.


I was already impressed with these new HRE track wheels, but when Steve showed me this next set, I realized just how much of a beating these wheels can take. This wheel struck a wall in an over 80mph crash at the fresh from Florida 200 in Daytona, and came out nearly unscathed! The wheel still held air, and retained it’s function and safety, despite the fact that the car was completely mangled!


This is one of Fall Line’s new E92 M3 racecars for the 2009 race season. This car is nearing completion, and will include a full Grand Am spec list including massive Alcon calipers, Koni dampers, HRE wheels, and of course a roll cage designed and built in house at Fall Line. In the background of the first photo you can see one of the many S65 engines sitting throughout the shop, waiting to be installed into a car.



Here’s a detail shot of the engine’s dry sump pump. These E92s are full of Wiggins clamps, AN fittings, and Mil Spec connectors! Only the best components are used!


Next to the racecars, you’ll see the looming race trailer. This is Fall Line’s home away from home, offering their customers and racers full trackside support with every possible tool and piece of equipment needed.


Every time I leave Fall Line, I know I’m going to come back again, and the shop will be just as exciting. Every individual involved in Fall Line Motorsports is so dedicated to perfection, so dedicated to going beyond the norm and truly surprising even the most jaded racing enthusiast, it’s an absolute certainty that Fall Line will continue to impress for years to come.