It was built to replace the larger and heavier, yet more powerful, DOHC, four valves per cylinder, naturally aspirated, 6.0 L M120 V12 unit.

[1] The architecture is similar to M112 and M113 engines, and is designed to match the overall dimensions of a V8 unit with undersquare internal measurements.

The crankcase was cast in a lightweight alloy with "Silitec" (silicon/aluminium) cylinder liners to save weight.

The internal measurements of 84 by 87 mm (3.3 by 3.4 in) of bore and stroke translates to a total displacement of 5,786 cc (5.8 L; 353.1 cu in).

[4] M137.970 applications: In 2001 Mercedes and AMG introduced a series of special high-output models equipped with a larger-displacement M137.980 engine.