Shelby’s Step-child

Ford Mustang GT 350

50th Anniversary Celebration

PetersenMustang Madness 1st Notchback ssX50

The first serial-numbered Mustang was a convertible. The first Mustang notchback to carry a serial number was this car, assembled from miscellaneous sources at a pre-production facility in February 1964, and originally shipped to Vancouver, B. C. It was unaccountable diverted to Whitehorse Yukon Territory, where they had no clue what it was. They used it for a demonstrator, and it knocked around Canada and Alaska, eventually found in New Mexico by its current owner, Bob Fria.

The first Ford Mustangs appeared at dealerships in April, 1964, fifty years ago. Naturally, with what could be argued is the most valuable model name in the automotive industry, Ford is promoting the anniversary heavily and coupling it with the make or break 2015 redesign.

The Petersen Automotive Museum, always anxious to tie its themes of automotive history and Southern California to current developments, has teamed with mega-dealer Galpin Motors of North Hills, CA, to present a retrospective of Mustangs, from 1964-1/2 notchback serial number 0001, through one of three pre-production 2015 Mustangs currently existing (both since moved on), with representatives of all the generations in between and some cool specials from Galpin’s extensive collection.

Shelby – Personal Trainer for the Mustang

Most car nuts are familar with the Ford-powered Shelby Cobras of the early sixties, and how they were succesful in racing against the previously dominant Chevrolet Corvettes. Ford observed though, that as an expensive boutique two-seat sports car of low production volume, the Cobra did not lure people into Ford showrooms to buy other Fords. They wanted a car of broader appeal. They thought a racing Mustang could fill that bill.

A properly-equipped Mustang (especially one with the “K-code” high performance 289 V8) was a satisfying performance car for the street, but it was not suitable for racing against the Sports Car Club of America (SCCA) B-Sports Racing Corvettes. To get a car that would provide the “halo effect” for those  Mustangs, Ford turned to the Cobra’s developer, Carroll Shelby, who reluctantly took on the task, delegating it to a team of engineers and racers, with the goal of producing enough race-capable Mustangs to qualify for production-class racing.

Carroll called on former Chevrolet engineer Chuck Cantwell, who had help from racers Bob Bondurant and Ken Miles, as well as Ford’s chief suspension engineer, Klause Arning. They modified the underpinnings, hot-rodded the engine, and came up with what we now know as the GT350.

For SCCA certification, three prototype “R” model GT350s were lined up with 110 standard Wimbledon White Mustang Fastbacks that the inspectors included in the count to meet the “production” quota specified by the SCCA that required that 100 be “constructed” by a December 1964 deadline. They fudged the numbers, giving Shelby until April, when the racing season started, to build 100. Only 34 or 35 “R” models were built (sources differ), but all the parts necessary to convert an “S” model to racing specs were available in a $1,500 package, or ala carte.

There are two stories about where the “GT350” name comes from. One says Shelby wanted to go Ferrari’s current “250GT” one better, and the other is that he asked project supervisor Phil Remington how far it was from the office in Venice to the shops, and he said 350 feet. Make your own judgment.

Gapin's Barn Find GT-350

GT350 Registration Number SFM5S492, on display at the Petersen’s 50th Anniversary Mustang Exhibit. A rare 44,000 mile unrestored original car delivered to Galpin in 1965 with a sticker prices of $5,200, it had only two owners before Galpin bought it back at the Barrett-Jackson Auction in Scottsdale in 2012 for $350,000  plus commission.

GT350 Owner's Manual Mods Illustration

Above: The GT350’s Owner’s Manual includes a diagram of all the parts unique to the model. Apparently the wood-rim steering wheel was not considered a performance upgrade.
Below: A bit of humor, and a dose of early 60’s non-PC sexism, was included in a tongue-in-cheek disclaimer.


The Production GT350 was crude, for a road car, but exceedingly effective. With few concessions to comfort, it followed Road & Track editor Tony Hogg’s definition of a sports car, with nothing added that didn’t make it go faster (and corner more tenaciously).

Inside Spare Mount With Galpin Inset

The Goodyear Blue Dot Semi-racing tires on Steve Beck’s SFM5S258 have long ago been retired, but the full size spare on the five-tire rotatable Cragar wheel (chromed steel rim, alloy center) is mounted as they were when they left Shelby’s shop. A running change (There were no production drawings nor part numbers for many parts until 1966.) left the quarter vents on Steve’s car blank on the inside, unlike those in the Galpin car in the Museum’s exhibit (inset).

The most obvious change from a stock Mustang Fastback (until the engine fires up) is the absence of a rear seat, a consequence of the SCCA’s definition of a “Sports Car” as a two-seater. Ordinary Mustangs competed (successfully) in the Trans-Am Sedan Championship. Mounting the spare where the seat was removed conveyed a no-nonsense image appropriate for a racing machine.

A lightweight fiberglass hood, secured with NASCAR-style quick-release hood pins, and three-inch wide racing seat belts were further clues.

Hood, R-Bumper, Pass Seat Belt

More typical of a well-used GT350, Steve Beck’s SFM5S258 has been freshened and upgraded. He gave it a high-quality repaint (It was green when he bought it.) and removed aftermarket drag racing shackles. The hood is original, while the racing seat and fiberglass racing front valence are from the factory catalogue. The grille is from a ’66, and the headlights are high-powered Marchals. Special Order Fords carried the letters “DSO” (District Service Operation) in yellow on the differential case (present but not shown).

When the car starts, any doubt about its purpose fades. Among the engine modifications are welded tubular headers leading through minimal “glass-pack” mufflers to straight exhaust pipes exiting in front of the rear wheels, NASCAR-style. Car and Driver’s August 1965 road test states, “The sound level, from inside the car or out, had virtually no parallel in the history of touring-type automobiles.”

GT350 Right Side ExhaustI

No nonsense here. Chrome exhaust tips give way to plain sewer pipe, as the lightly muffled exhaust exits through NASCAR-style side pipes – loudly.

Other modifications were equally serious. The four-barrel carburetor (rejetted to match the freer-flowing exhaust) is mounted on a special high-rise manifold. Horsepower was rated at 306, a 35 hp increase over the already potent-for-its-day K-code “hi-po” solid lifter 289. More could be had with a little tinkering.

GT350 Engine Bay

Cast aluminum “Cobra” rocker covers, the “Monte Carlo” chassis brace in front of the air cleaner, and Koni adjustable shocks, tops visible above, are cues that this is a GT350. The SCCA allowed modifications to the suspension or engine, but not both. With up to 385 horsepower achievable, most racers just cranked the Konis up to their stiffest setting and mounted the best tires they could get. This is the “cheater” 307 cubic inch engine in Steve Beck’s SFM5S258. He showed his taillights to Petersen co-founder Bruce Meyer’s similar car, which Steve describes as a nice example.

The most radical difference between the 1965 GT350 and a stock Mustang (and later 1966 GT350s) is underneath. There you’ll find a pair of traction bars to rein in the tendency of the rear leaf springs to wind up under heavy acceleration, causing axle tramp. In drag racing practice these would be attached to the bottom of the axle, but here they are mounted over it, thus requiring the clearance of the raised rear deck.

The front suspension is lowered two inches, and the A-arm mounts are relocated to improve camber for better cornering. A “Monte Carlo” bar (after the European rally where Ford’s Falcons were successful) connects the tops of the fenders to stiffen the chassis under cornering loads, and a one-inch diameter anti-roll bar substituted for the stock 0.84″ number helps the cars corner flatter. Koni  adjustable shock absorbers are fitted all around.

To help with weight distribution, the battery was initially moved to the trunk, then back up front in response to complaints about corrosion and fumes. The front brakes had racing pads, while the rear drums were the three-quarter-inch wider units from the station wagons.

Denise McCluggage, who raced against these cars back when they were new, was used to driving (and winning in) those 250GT Ferraris, and told me she was not impressed.

The cars came from Ford with Kelsey-Hayes steel wheels that were almost always replaced with the optional Kragar “semi-mags” (steel rim, alloy center). The 1965 cars were fitted with Goodyear “Blue Dot” tires rated for a sustained speed of 130 miles per hour.

Stripe & Wheel

Cobra Daytona Coupe designer Pete Brock penned what became the car’s trademark – the American Racing Blue rocker panel and hood stripes. When I first saw SFM5S258 in 2003, it wore the obligatory aftermarket American Racing Torque-Thrust mags. These are Steve’s correct Cragars.

Reinforcing the Museum’s theme of California leading the nation (and the world) in automotive trends, all GT350s started life at the San Jose Ford plant, from which they were delivered “body in white” to Hugh Piper’s shop, which is still on Motor Avenue in Palms. Shelby’s operations were about four and a half miles away in Venice, with  offices at 1042 Princeton. Assembly was performed at 322 Carter.

All the 1965 cars were Wimbeldon White, with Pete Brock’s American Racing Blue “GT350” stripes on the rocker panels. Reports say that only 28% of cars were delivered in 1965 with the familiar twin blue stripes on hood, roof, and rear deck, but dealers could add them at the buyer’s request. Now it is rare to see one without them.

Few other cosmetic changes were incorporated. The stock Mustang’s optional center-dash gauge package of tachometer and oil and temperature guages was standard, as was a wood-rimmed steering wheel with the “angry snake” Cobra emblem in the hub.

Steering Wheel Inset

Steve is justifiably proud of the rare three-hole-spoke steering wheel fitted to his car. All but 75 were equipped with the three-double-spoke wheel in the Galpin car (inset). He cautioned me not to use the steering wheel to lever myself into the too-tight-for-real-people racing seat (an “R” package item). It’s not built for chinning. Steve raced the car 60 or 70 times, until rich guys started showing up with multiple transporters and gourmet chefs. Note the Hurst Shifter for the Ford Top-Loader transmission that replaced the original Borg-Warner T-10 that tended to pop out of gear on the downhill at Willow Springs Raceway. He added the oil and water temperature gauges under the dash pod.

Although the plexiglass quarter windows of the ’66 cars look racy, the ’65s are the purist’s cars (except for the first 24, which were leftover ’65s, relabeled). In ’66 they dropped the Mustang name (warranty issues?); the traction bars were gone, allowing the fold-down rear seat as an option; and you could rent one from Hertz. You could even get a bleeping automatic.

GT35o Memories

My only GT350 memory from back in the day is of seeing one at the Ford store in Champaign, Illinois when I was in Architecture School. I had read all the reports, so I knew it had been tested at 6.5 seconds from zero to 60, about a half-second faster than the Honda CB77 Super Hawk that was my transportation at the time. Its top speed of 135 was about five miles an hour above the speed rating on the tires, and ‘way faster than I had ever driven. I didn’t have the chuzpah to ask for a test drive but a buddy was not so timid. He reported that those traction bars did not completely tame the rear axle hop under a drag-racing start.

My brother Duncan’s Shelby involvement started in spring 1966 when he was just entering Air Force Pilot Training. Shelby people refer  to their cars by registration number and he had two, a fairly early car – SFM5S204 –  and another later  one – SFM5S413. He recalls on first driving 204, he thought, “I must be in heaven,” a thought echoed by my friend Ephraim, who test drove a one-owner car in 1974, which he just missed buying for all the cash he could scrape up – $936. They were just old used cars then.

Dunc’s 204 was later completely restored by two Cobra and Shelby legends, Mike McCluskey of Torrance, and the engine specialist Dave Dralle, who works out of Rosemond, near Willow Springs Raceway. Duncan hasn’t seen that car since.

He reports the transmission, an alloy-case Borg-Warner T-10, while adequate on the street, was subject to tailshaft and synchromesh failure in racing. The usual remedy came from Ford’s parts bin – their excellent tough and versatile top-loader gearbox.

Dunc’s old number SFM5S413 appeared as consignment 103 at Gooding & Co.’s Pebble beach Auction in 2010, and sold for $165,000, a bargain you’d only dream of today.

Gooding GT350 SFM5S413

At Monterey in August, 2010,  GT350s, GT500s, GT500KRs and assorted fakes were as common as weeds, so when one appeared in Gooding & Co.’s auction preview I didn’t bother getting a picture. Fortunately I did get a wide-angle shot of the red Jaguar XK-120 in front of it, so later as I was thumbing through their slick two-volume catalogue, I had an image to go with the exerpt that showed it was  my brother’s old SFM5S413, all detailed and ready to gavel at a cool $165,000.

SFM5S258 Profile

Steve Beck’s BMW specialty shop, Check Point Automotive, is where the Los Angeles Shelby American Automobile Club holds their annual Christmas party, “just up the road from where it all began” (less than 2 miles). It was there in 2003 that I first saw his SFM5S258, the car he’d bought on his 18th birthday in 1974 for $900. This particular car once spent three months duty in the Shelby High Performance Driving School, which gives the car what collectors call “provenance.” That means it adds value.


There have been some great Mustangs in the last 50 years. They’ve appeared in many movies, and starred in some. A couple of non-stock models have spawned replicas, like the highland green 1967 390 Fastback Steve McQueen and stunt drivers Bud Ekins and Loren James drove in the famous chase scene in Bullitt, or Eleanor, the customized 1968 GT500 that frustrates the Nicholas Cage character in the remake of Gone in 60 Seconds.

Carroll Shelby reportedly took little interest in the GT350 – until they began winning races. GT350s won the SCCA Road Racing Championship three years running, easily justifying Ford’s experiment. So now when the best Mustangs are recalled, only two stock-based cars have the series-racing credentials  to qualify for legendary status, and one could argue that the second, the Boss 302, would never have happened if not for the first, the GT350.

That they have “arrived” at collector car status was remarked on by none other than the original development team leader, Chuck Cantwell, who in Road & Track’s 50th anniversary article, pointed out that while all the high-end collectors at Pebble beach may have their Duesenbergs and Ferraris, they also have GT 350s.

Finally, it is ironic that Ford’s argument for a more “affordable” Corvette-beater as an alternative to the Cobra kind of loses strength when you note that a race-ready GT35o with the $1,500 “R” package cost $5,995, while a base Cobra listed at $5,595.

CARMA is a publication of The OM Dude Press
a service of Options in Mobility

Author, Editor, Publisher, Reporter, Historian, Archivist:
Dick Stewart.

All photographs are by the Author unless otherwise indicated.

Click on the images to view more detail. If the cursor is a plus sign in a circle, clicking again will yield full resolution.


About carmacarcounselor

I'm one of those people that friends call "that car guy," except I've made it into a profession. Since 1988 when a friend found my help in choosing, finding, and negotiating for a new car was worth a fee, I've helped countless people, listening to their car questions and challenges, and helping with their car purchases, insulating them from the adversarial process that is the new car retail model today. Their word of mouth is my only publicity. My newsletter CARMA won the description "The clear crystal ring of truth" from award-winning automotive journalist Denise McCluggage. Now I'm going global!
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