Lot 128

Monterey 2022

1939 Mercedes-Benz 540 K Special Cabriolet A by Sindelfingen

Offered from Masterworks of Design


$1,765,000 USD | Sold

United States | Monterey, California



Chassis No.
Engine No.
Body No.
US Title
  • The 1973 Pebble Beach Concours d’Elegance Best of Show winner
  • The only example of this design on a 540 K chassis
  • Formerly owned by James Melton and Marilyn Chandler
  • Desirable late-production example with five-speed transmission
  • Inarguably one of the most important and attractive extant 540 Ks

Chassis number 408371, a late-production chassis with five-speed transmission, was the only Mercedes-Benz 540 K produced with a body to this design. Based upon the standard Cabriolet A, it incorporates numerous special styling features, including the raked vee’d windshield of the famed Special Roadster, emphasizing the length of the hood, and a low, sloping tail. The interior provided seating for two comfortable adults and a third aft, under a rather low top to suit the rake of the windshield. It all came together in an attractively harmonious whole.

According to Daimler-Benz archives, the special Cabriolet A was delivered to a client in Paris on 29 April 1939 under Kommission number 311463. However, it made its way to the United States by the early post-war era. Photos on file, showing the fenders had been modified as was typical of the early post-war era, indicate the car appeared at Indianapolis in 1947, alongside Don Lee’s Mercedes-Benz W154 racing car; at Watkins Glen, prior to the Seneca Cup, in 1949; and in Weston, Connecticut, in 1949, all accompanied by its owner, American operatic tenor James Melton.


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.

- James Melton, Bright Wheels Rolling, 1954

“The Tenor of His Times,” as described in his daughter’s eponymous biography, James Melton made his hobby of gathering interesting old vehicles part of his public persona, using them in promotional appearances, mentioning them into radio microphones, and opening popular museums near his homes in Connecticut and Florida. He became the best-known American car collector of the time and, it can genuinely be said, one of the first true public faces of “the hobby.” His very public collecting, in a time when such a pastime was still considered unusual and eccentric, resulted in him being regularly offered automobiles, occasionally by original owners who still had them in the carriage house—and usually for next to nothing.

Melton’s Classic Era automobiles were “modern” compared to the rest of his collection, and he employed them as everyday transportation. Accordingly, the 540 K appears to have been used regularly and extensively, and as noted in his autobiography, Bright Wheels Rolling, was often used to thrill friends. Reflecting its importance in his life, even as he began selling his collection during the 1950s, the 540 K remained behind. It was not sold until shortly before Melton’s passing in 1961, as one of the last automobiles remaining in one of the first great collections.


The Mercedes-Benz lived quietly for nearly a decade before being acquired by Otis Chandler, publisher of the Los Angeles Times. A passionate automobile enthusiast since his youth, Mr. Chandler enjoyed vintage automobiles for nearly 40 years, and was noted for his carefully studied acquisition and fastidious stewardship of only the finest available examples. His name was a mark of quality in an automobile’s provenance during his lifetime and remains so today.

The 540 K Special Cabriolet A was restored for Mr. Chandler by Richard Martin in a striking two-tone green livery, restoring fenders to their original shape as indicated by his correspondence with the factory and related by him in later years. Fresh from restoration, it was shown by Mrs. Marilyn B. Chandler, its owner’s equally sporting, big game-hunting spouse, at the 1973 Pebble Beach Concours d’Elegance, winning top honors in its class and Best of Show—then as now the highest honor in all of automobile collecting.

Following its ownership by the Chandlers, the 540 K was purchased by Tom Barrett for his client, Axel Wars, a Mexican enthusiast who was at the time amassing one of the most substantial collections of fine pre-war Classics of his era, exhibited in his private museum in San Diego. When the Wars collection was, in turn, dispersed in the early 1980s, the Special Cabriolet A was bought by the renowned supercharged Mercedes-Benz collector, General William Lyon, who kept it for nearly a decade. While in his ownership it was featured in Beverly Rae Kimes’ 1990 book, The Classic Car.

In the early 1990s, the car received a new cosmetic restoration by the late Mike Fennel of Saugas, California, in which it was refinished in bright scarlet with tan leather upholstery and a tan cloth top—exactly as it presents today. Soon thereafter it joined the present collection, where it has now remained for nearly three decades, one of the most distinguished and unique citizens even among such important supercharged brethren.

The car’s restoration has largely held up well and is very attractive. Recognizing the quality of the original work, the body number remains stamped in the floor wells, and the car retains its original chassis and engine number stampings. Within the sloping trunk is a very useful set of fitted luggage, which would prove handy for extended touring. Indeed, while mechanical inspection would be recommended before any such endeavor, the 540 K was recently road-tested by an RM Sotheby’s specialist, who noted it to run well and drive extremely strongly, with the five-speed transmission a distinct benefit.

Throughout the history of automobile collecting, the “Great Cars” have been distinguished by the names of owners who knew what they sought and had the means to acquire it and preserve it, often ahead of their time—collectors such as Melton, Chandler, Wars, and Lyon, a roster to whom a new caretaker will now be added. The driver can take pride in possessing one of the very finest, truly special examples of its type.