Accurate estimation and prediction of engine gas exchange system and in-cylinder conditions are critical for spark-ignited engine control and diagnostic algorithm development. In this paper, a physically-based, control-oriented model for a 2.8 l turbocharged, variable valve timing (VVT) and low pressure (LP) exhaust gas recirculation (EGR)-utilizing SI engine was developed. The model includes the impact of modulation to any combination of 10 actuators, including the throttle valve, compressor bypass valve, fueling rate, waste-gate, LP EGR valve, number of deactivated cylinders, intake valve open (IVO) timing, intake valve close (IVC) timing, exhaust valve open (EVO) timing and exhaust valve close (EVC) timing. The accuracy of the model in capturing engine dynamics was demonstrated by validating it against high-fidelity engine GT-Power simulation results for various drive cycles, particularly emphasizing elevated loads. In comparison to the open literature, novel contributions of the effort described in this paper includes in-cylinder gas composition modeling and turbine-out pressure estimation.