We recently did the brakes on one of our friend's E38 and decided to document it here in case anyone wants to save some money and do it themselves.How to Change BMW Disk BrakesSome things you'll need to do the job:1. 7mm allen wrench2. 6mm allen wrench3. 15mm socket wrench4. 16mm socket wrench5. 5" C-clamp (or larger)6. torque wrench7. flathead screwdriver8. needle nose pliers9. piece of wire for tying caliper to springs10. spray can of brake parts cleaner (the cheapest one you can find will do just fine)11. breaker bar/cheater bar if you don't have pneumatic tools (a foot-long pipe or the handle from your floor jack will do fine)12. hammer (if needed)Instructions for front brakes:Pictures shown here are of the driver's side front. The passenger side front is identical except that you may skip the step regarding the brake wear sensor.1. Make sure key is in position 1 and the steering wheel isn't locked.2. Jack up car and remove wheel. Jacking up both front wheels and putting them on jack stands will allow you to turn the wheel with your hand. This will help make the job easier.3. Pry off anti-rattle clip with a flathead screwdriver. 4. Remove brake wear sensor with pliers. It may be necessary to pry the brake pads open (away from rotor) to do this. 5. Remove dust caps (2) for the caliper guide bolts. It's where the screwdriver is pointing to in pictures below. 6. Use a 7mm allen wrench to remove the 2 guide bolts (upper and lower). See picture of guide bolts below. 7. At this point, the sliding portion of the caliper should slide right off. Be sure to use a piece of wire to tie the caliper halves to the car's spring as to not stress the brake line. NOTE: DON'T let your pads run this low!! 8. Remove both of the 16mm caliper bracket bolts. At this point the caliper bracket should come off. 9. Use 6mm allen wrench to remove rotor locator screw. Rotor should come off at this point. If the rotor is seized onto the hub, use a hammer to beat the $h!t out of it. :) NOTE: When hammering, be careful not to hit the center ring that juts out! You should hit the area where the lug holes are. 10. Install new rotor using same steps as removal but in reverse. Use brake parts cleaner to ensure there's no grease on rotor's surface. Use shop towels to wipe calipers clean. 11. Open brake fluid reservoir (under the hood) to allow excess brake fluid to escape during next step. 12. Use 5" C-clamp to compress caliper piston to the fully open position. Then remove C-clamp. 13. Use anti-squeal lube to all contact parts between caliper and pads. I usually use the one from BMW. 14. Replace caliper bracket using the same steps as removal in reverse. Tighten to about 80 ft/lbs of torque or higher. 15. Install new pads on caliper, the inside pad first. 16. Undo wire and slide caliper back in to bracket. Slide caliper with pads attached onto rotor. 17. Hand-tighten the 7mm guide bolts. Be careful not to cross-thread these bolts! These bolts are much harder than the caliper, so it is easy to damage the threads on the caliper if you are not careful!18. Reinsert dust caps.19. Replace brake wear sensor using same steps as removal in reverse. NOTE: If your sensor(s) are not broken, you may reuse them. If they are, you will need to unplug them from their harness and install a new one. 20. Replace anti-rattle clip.21. Replace wheel and torque to about 95 ft/lbs (between 80 and 100 ft/lbs).22. Make sure to recap the brake reservoir.Instructions for rear brakes:Pictures shown are of the passenger's side rear. Driver's side rear is identical except that you may skip the steps regarding the brake wear sensor.1. Jack up car to remove wheel. Since you can't move the rear wheels, you can just jack up one side at a time if you want.2. Pry off the anti-rattle clip.3. Use the same procedure as for front brakes. Again, use hammer if needed. :) Be SURE that parking brake is NOT ENGAGED; otherwise the rotor will NEVER come off!!! ATTENTION: Caliper retaining bolt for the rears are 15mm instead of 16mmNOTE: Emergency brakes are inside the rear rotors. There are 2 E-brake shoes. If you want to change them, now is the time to do it.4. Reinstall all other components in the same steps as removal in reverse. Remember, extra parts/screws are NOT OKAY when servicing brakes!! :)Page 1: Intro and Initial UpgradesPage 2: 20" Racing Dynmics Wheels, Brembo Brakes, Monochromatic BadgesPage 3: Audio/Visual UpgradesPage 4: Recaro Child SeatsPage 5: How to Change BMW Disk BrakesPage 6: Dinan Cold Air Intake InstallPage 7: Camera Mount From UFMotorsportPage 8: Brembo Big Brake Kit For My Birthday!