Lot 188

Amelia Island 2016

1939 Mercedes-Benz 540 K Spezial Cabriolet A by Sindelfingen


$3,000,000 - $4,000,000 USD | Not Sold

United States | Amelia Island, Florida



Chassis No.
Engine No.
  • The 1973 Pebble Beach Concours d’Elegance Best of Show winner
  • Formerly owned by James Melton, Otis Chandler, Axel Wars, and General William Lyon
  • A special one-off design; the only known example of its type

115/180 bhp, 5,410 cc OHV supercharged inline eight-cylinder engine, five-speed manual transmission, four-speed independent coil-spring suspension, and four-wheel hydraulic drum brakes. Wheelbase: 129.5 in.

The early years of high-end car collecting were populated largely by those who had known the men who sold and owned their cars when new. These were, to quote a Chandler automobile advertisement of the 1920s, “men who know”—gentlemen (and a few ladies) instinctively blessed with an eye for a car that is not simply good but great and that, when reconditioned to its original glory, could win the highest awards the hobby could offer it. The Mercedes-Benz 540 K here is significant in that, for its entire known history, figures of that stripe have been its caretakers.


According to the Daimler-Benz archives, chassis and engine number 408371 were delivered under kommission number 311463 to a client in Paris on April 29, 1939. The bodywork is recorded by the factory as a Cabriolet A, which even in standard form was a striking automobile; however, this was no standard example. It was ordered with a raked vee’d windshield, a feature found on the iconic Spezial Roadsters of the period, which emphasizes both the length of the front end and the powerful thrust of the front fenders. Only one similar example of such a Spezial Cabriolet, produced on a 500 K chassis, is known to exist. The cabin offers sumptuous seating for two additional passengers behind the front seats, with fitted luggage aft, and being a late example, it also is fitted with the desirable five-speed transmission.

The car obviously made its way to the United States early in its existence. Its earliest known post-war owner was American operatic tenor James Melton, popularly known as “The Tenor of His Times” (also the title of a recent biography by his daughter). Melton made his collecting of interesting old automobiles—still something eccentric in the 1930s and 1940s—part of his public persona, using them regularly in public appearances and mentioning them on the radio. He was, it can be said without exaggeration, the best-known American car collector of the time. Accordingly, he was regularly offered automobiles, occasionally by original owners who still had them in the carriage house, and usually for next to nothing.

Melton seems to have used his 540 K regularly and extensively for much of the rest of his life. He and the car were photographed together many times, including at Indianapolis in 1947, next to Don Lee’s Mercedes-Benz W154 racing car; at Watkins Glen, prior to the Seneca Cup, in 1949; and in front of the Melton household in Weston, Connecticut. In his 1954 autobiography, Bright Wheels Rolling, he wrote of the fun that he had with his supercharged beast:

Most superchargers draw from the carburetor, but the Mercedes type blew through the carburetor. The whistle of the compressed air going past the obstructions and turnings of the carburetor made a noise that would lift the wig off a dressmaker’s dummy. Also, the supercharger didn’t run all the time, but only on demand, when you put your foot flat down.

It was standard on the last big passenger model Mercedes-Benz made before World War II, the 540K, and I used to have a lot of fun with mine. When I engaged the supercharger, people riding with me would go halfway through the roof and look wildly around for the panic button. They were ready to bail out.

Reflective of the car’s importance in James Melton’s life is that, even as he began selling his collection in the 1950s, the 540 K stayed behind. Only shortly before his passing in 1961 was it sold, as one of the final cars in his stable.


The Mercedes-Benz lived quietly for almost a decade and was then purchased by the next renowned collector in its history, Otis Chandler. The latest family member to publish the Los Angeles Times, Chandler is well remembered by his many friends in the car collecting hobby as a good-natured, conscientious enthusiast of superb integrity, known for purchasing only the finest examples for his diverse and superb collection. The 540 K was restored for Chandler by Richard Martin in time for the 1973 Pebble Beach Concours d’Elegance. Finished in a striking two-tone green livery, it was shown by Marilyn B. Chandler along with the couple’s Duesenberg Model J Tourster. The 540 K won top honors in its class and went on to win the prestigious Best of Show award.

Following its ownership by Mr. Chandler, the 540 K was subsequently purchased by Tom Barrett for his client, Axel Wars, a Mexican enthusiast at the time amassing one of the most substantial collections of fine pre-war classics of the era. When the Wars collection was dispersed in the early 1980s, the Spezial Cabriolet A was purchased by General William Lyon. It remained in General Lyon’s famous stable for nearly a decade, meriting an appearance in the pages of Beverly Rae Kimes’ 1990 book The Classic Car.

In the early 1990s, the car was restored again by the late Mike Fennel of Saugas, California, during which time it was changed to the present livery of bright scarlet, with tan leather upholstery and a tan cloth top. It then joined its present owner’s collection, where it has now been maintained for two decades.

Having accumulated a spectacular history through its decades of ownership by the most famous names in the hobby, both then and now, this can rightfully be considered one of the superlative 540 Ks. It has all that a superb automobile should have: memorable lines, superb engineering, and abundant (James Melton might say hair-raising) power. Most of all, it has always been intact and preserved, loved, appreciated, and shown, to Best of Show–winning results by “men who know.”