Editor’s Note: We’ve all looked at a1960s promotional photo of a Shelby,GT40 or Cobra and wondered, “Whatcar is that?” Most of the time thatinformation, trivial to any but thehardest-core Shelby enthusiast, is lostto time. Usually a car was chosen atrandom — it might have been the rightcolor out of a group of cars, or wassimply parked on the end. Nobody evertook the trouble to note its serial num-ber anywhere.

In the absence of written documen-tation, the identity of a promotionalcar can sometimes be determined bygood, old-fashioned detective work.Cars used for public relations or pro-motional work are usually early pro-duction units or even cosmetic “mock-ups” not intended for retail sale butsimply used to show what the finishedproduct will look like. This is the storyof the history of the first 1967 ShelbyGT500 and how its identity was deter-mined.

erendipity is a word rarely usedin everyday conversation, butmost people have a rough idea ofits meaning. “Good luck” wouldnot be too wide of the mark, but

the dictionary definition is more pre-cise and more fitting to the story thatwill follow. Webster defines it as, “anapparent aptitude for making fortu-nate discoveries accidentally.” If thatdefinition isn’t tailor-made for thiscar, we don’t know what is.

This is the story of an unusualprototype 1967 Mustang, but the storyof the car is only half of the tale. Thereis a little more to, in the words ofbroadcaster Paul Harvey, “the rest ofthe story.” A lot of the interesting factshere are not just about the car, but arean account of how the details aboutthis car came to light during a seriesof coincidences and accidental discov-

eries that are the very definition of“serendipity.” [Note: this little tale oftwists, turns and accidental discover-ies will give you a glimpse of how, inthe absence of factory documents, agood, detailed examination of periodphotographs can lead to a conclusionwith almost the same degree of certain-ty as if it had been printed in blackand white.]

Let’s pick up the story on NewYear’s Eve, 1968. The Ionia, Michiganpaper, The Ionia Sentinel-Standard,carried an article with the headline“Shelby Cars Are Donated to MTU.”The story went on to say that twocars, a “Ford Cobra” and a “ShelbyMustang” (to use the somewhat-con-fusing nomenclature of the article)had recently been donated to M.T.U.

Formally called the Michigan TrainingUnit, M.T.U. was one of five stateprisons located in the Ionia, MI. area.M.T.U. had a vocational training cen-ter for inmates where drafting, weld-ing, auto body and auto mechanicswere taught to prisoners as a part oftheir rehabilitation process. The arti-cle stated that Shelby Automotive’sChief Engineer Fred Goodell arrangedthe donation and a photo of some ofthe prison’s administrators and localCongressmen gathered around thenose of a gold-colored 1968 ShelbyMustang also appeared in the paper.The somewhat unusual date for thepresentation (just a day or so beforethe year ended and in the dead of aMichigan winter) suggests that thedonation was made at the end of theyear in order to take advantage of the

S

– Greg Kolasa

Finding the First 1967 ShelbyFinding the First 1967 Shelby

Just about anyone seeing 1967 Shelby showroom literature, including this postcard, wouldassume, without thinking about it too much, that the car pictured was just one grabbed offthe lot, spiffed up, and used as a prop for the photo shoot. However, once you begin to dig alittle deeper a different picture begins to surface. For example, to insure that showroom lit-erature got into the hands of dealers by the time the actual cars showed up, the photos hadto be taken BEFORE the first production unit came out of the factory. This just aboutinsured that a pre-production prototype would have to be used as the photo car.

The SHELBY E-MERICAN WINTER/2009 24

end of the tax year, which was only aday away.

The next event in the timeline ofthe M.T.U. Shelby took place about adecade-and-a-half later. SAAC mem-bers Bill Van Ess, Jack Redeker,Vanar Mahlebashian, and John John-son had the opportunity to visit andinterview three former Ionia Shelbyemployees on December 9, 1984. Not awhole lot of information had beenavailable about the Shelby operationsin Ionia to that time and the inter-view, which appeared in The ShelbyAmeric an #49, offered more insightinto that brief period of Shelby opera-tions from September of 1967 throughDecember 1969 than had previouslybeen available.

The three employees interviewedwere Jim Frank, a development engi-neer; Pete Shier, a technician in theengineering department; and Cecil

McKinnon, a test driver. Frank’s com-ments included some details aboutShelby Automotive vehicles (the pro-duction end of Shelby American hadbeen reorganized under that namewhen it relocated to Michigan at theend of 1967) that had been donated tovarious institutions, including Mont-calm Community College, WesternMichigan University and M.T.U.Frank also indicated that one of theShelbys was still at the M.T.U. Heknew this because after Shelby Auto-motive closed its operations he took ajob as an instructor at the prison. Thelogical question asked of him was,“Would it be possible to see the car?”The disappointing response was thatsince M.T.U. was a prison facility, itwould not be possible for an outsiderto see the Cobra. At least for a while.

Two years later, in January 1987,Jim Frank and Bill Van Ess onceagain got together and the question ofa possible visit to the prison was revis-ited. This time the news was better:Jim would be retiring soon and hecould accommodate a tour. So on Jan-uary 17, 1987 SAAC members BillVan Ess, Mike Mulcahy and VanarMahlebashian met Frank at M.T.U.and were ushered inside. Once insidethe prison, the training unit vehiclesthat proved to be the most interestingwere a 1968 Shelby Cobra, a 1967Gurney Cougar prototype, a complete-ly fiberglass-bodied 1969 sportsroofMustang (mounted on a 1965 Mustangconvertible chassis) and a1971 Torino.

Although the Cougar andthe fiberglass-bodied Mustang

were also examined, Mulcahy and hiscohorts focused their videotapingefforts [pun intended] on the GT350.At first glance it appeared to be a run-of-the-mill 1968 small-block ShelbyMustang. It had a ’68 fiberglass nose,hood and upper side scoops. The char-acteristic ducktail spoiler was there,as were the complimenting body endcaps. But there were other things thatset it apart from other ’68 Shelbys.The car sat on bias-ply tires and thewheels had plain-Jane Ford hubcapsand trim rings — definitely not any-thing ever seen on a production Shel-by but explained by the fact that therewas no need to include optional magwheels on a car which was going to bedonated for use as a shop project andwould never be driven on public roads.The paint job was a 1970s-era wild-striped pattern of intermixed colorbands that could only come from thatdecade: turquoise, red, gold and blackover orange. The car had obviouslybeen painted while at M.T.U., mostlikely as a body shop teaching project.

After a few minutes of taping andphotographing more oddities sooncame to light. First was the completelack of a Ford V.I.N. or a Shelby IDtag. The ’68 front end appeared to useproduction parts, but the hood lackedthe hood locking pins and there wasno evidence of them ever having beeninstalled. Moving around to the rear,the car carried an early ’67-type lowervalence with semi-circular cutouts for

“HOUSE COMMITTEE VIEWS MTUGIFT. A Shelby Cobra, gift to the MichiganTraining Unit of Ionia, was among themany areas of vocational training visitedby a Michigan house of representativescommittee on vocational and rehabilitationon Monday. The car to be used in traininginmates in the automotive shop, was one oftwo presented by the Shelby firm... DailySentinel-Standard Photo.”

Once a car is donated to an educational institution it usually remains for a longtime. Students (or inmates) come and go but the vehicle is viewed as a teachingaid which rarely needs to be replaced. This explains why the Shelby, donated in1968, was still in the M.T.U.’s auto shop almost twenty years later.

The SHELBY E-MERICAN WINTER/2009 25

the exhaust tips (which themselveswere an unusual straight-cut, withslight trumpeting) and it appearedthat the lower scoops had functionalair ducting. The oddities continuedinside, where the interior seemed tobe a hodge-podge of different yearShelby parts. A ’67 Shelby gauge podhung below the radio bezel and theseats were an odd, high-backed buckettype that resembled nothing ever seenin a Ford production car. A ’68 Cougarsteering wheel (minus the center cap)was used, the chrome shift lever car-ried a ’65-type shift knob. The car had‘67 type brushed aluminum door pan-els and dash trim appliqué surround-ing the gauges. The engine bay wasoccupied by a dirty, small-block Fordpowerplant with a vacuum advancedistributor. A long, oval “COBRA” aircleaner was laid on the rear deck, andit showed evidence of being crudelyconverted from a dual-carb applicationto fit atop a single carburetor. One ofthe shock absorber beehives had thewashers welded to the top, a feature ofonly the earliest California-built Shel-bys. It seemed that there was some-thing “So-Cal” about this Ionia Shelby,with another tip-off to a Left Coasthistory being the 1966-style “ShelbyAmerican-Los Angeles California”door sill labels.

When the three SAAC Membersleft the prison that winter day therewas little hope that any of the carsthey had seen would ever make itthrough the prison’s gates to the out-side world. This was the result of adouble-whammy. First, when a manu-facturer donates a vehicle to a schoolor prison, the title is cancelled and thecar is transferred with the stipulationthat it never be registered or drivenon public roads. This protects themanufacturer from liability arising

from a potential accident caused by avehicle which may not meet recog-nized (and legally mandated) produc-tion specifications. The second partprohibits the recipient institutionfrom transferring ownership to a pri-vate party. When donated vehicles’lives have come to an end they areusually cut up or crushed. This pre-vents a vehicle, which may have beendisassembled and reassembled multi-ple times by student mechanics, fromeventually hitting the road where thechances of an improperly-reinstallednut and bolt might cause a crash (andsubsequent lawsuit). This was the sad,but legally-necessary, step in thisShelby’s evolutionary cycle. Alongwith the other cars in the program, itwas pretty much forgotten for morethan a dozen years.

Fast forward to thirteen yearslater, in March of 2000. MichiganSAAC member and Mustang enthusi-ast Lowell Otter learned of a Mustangfastback that might be a good restora-tion candidate. The car was rumoredto have been a “shop class instructioncar” somewhere and had a few Shelbyfiberglass parts on it. The followingweek he and the friend who hadtipped him off went to a salvage yardto look at the car together. The Mus-tang fastback was essentially rust-free(that, in itself, was unusual for a 32year-old Mustang in the Michiganrust belt), with Shelby scoops and T-bird taillights. Careful scrutiny yield-ed no evidence of a Ford serial numberor a Shelby Identification Tag. A fewdays later, with visions of a missingShelby dancing in his head (he hadalready moved beyond mere sug-arplums), Lowell decided to take achance and purchase the car. In shortorder the project Mustang was on atrailer heading to a new home.

The car was like a house that ahopeful realtor might describe as“having potential.” It was little morethan a rolling shell with a custompaint job, but Lowell was excitedabout the potential of his new project.He told his wife that she had to havevision to see beyond the obvious chal-lenge but she remained dubious.Despite “a few” missing parts (engine,transmission, fenders, doors, hood,and decklid), the car did have T-birdtaillights, spoilered fiberglass bodyend caps, Shelby side scoops, Cobrarear seat belt button inserts, front discbrakes, a nine-inch rear end, dualexhaust, a fiberglass nose panel (lay-ing in the trunk) and a very strangelooking high back bucket seat.Although a large portion of the disas-sembly (read: “stripping”) had beendone prior to the car’s arrival at thejunkyard, its proud new owner set outto take what remained down to thebare unibody for a full-up restoration.During that process, things began toget a little odd.

Although there did not appear tobe a whole lot of the vehicle left, a tagon the steering column labeled “XD –532593” was found. “XD” — usuallydenoting “Experimental Development”— was the kind of nomenclature usu-ally found on hand-built prototypecars. But prototype cars rarely sur-vived the crusher after their tour ofduty ended, so there seemed to besomething unique about this particu-lar Mustang. Both front kick panelshad the numbers “V-738-2” hand writ-ten in black marker on the backside.There was also some dried adhesivefrom a label located on the wind-shield’s top center that read“67ST102.” The sill plates contained1966-style Shelby Los Angeles tags(original embossed ones, not the later

Just about any rust-free 1968 car is an excellent candidate for a total restoration, but when it’s a Mustang with Shelby parts it looks evensweeter. The deeper owner Lowell Otter dug, the more anormalities he discovered.

The SHELBY E-MERICAN WINTER/2009 26

silkscreened reproductions).The car also had functional rear

lower brake scoops, evidence of anearly Shelby four- (actually, six) pointroll bar attachment, part of a 1967Shelby gas cap, and 1967 Shelby partnumbered shock absorbers (fronts –C7ZD 18045 A; rears – C7ZD 18080A). Other interesting parts found dur-ing disassembly were a prototypeheater control unit (marked as such,complete with a pre-printed “Proto-type” Ford parts label), a prototypewindshield wiper motor, a Pitman armwith the part number “XD531380” andan idler arm with the part number“XD532706”. A Shelby part number“S7MS-5232-A” was also found on theexhaust system (although the chrometrumpets weren’t the usual beveledtype — they had straight, slightlyflared ends).

The Mustang’s rear brake backingplates had unique cooling holes drilledinto them and 2 1/2-inch wide fullmetallic brake shoes — exactly likethose found on the 1965 Shelby R-Models. Even seemingly productionparts contained unusual “X” numberson them, such as the door hinges (they“came clean,” both literally and figura-tively after sandblasting). A set of oldpaper tags wired to the underside ofthe rear seat cushion proved to be themost significant and unique find.Most tags were difficult to read, butone tag contained the hand writtenletters ENG PROTO and a vehicle IDline with the numbers “V-738-2” writ-ten beside it. This nomenclature wasidentical to what was written on thekick panels. The window edge trimwas unusual; unlike what was foundon a production ’67 Mustang, itshowed body color paint in the edge of

the window opening. On productioncars, this was covered by stainlesssteel trim and it would not be possibleto retrofit production window trim toV-738-2. This “hard” constructiondetail (one that was integral to theconstruction of the car and not readilychangeable) would later prove to be akey in a future determination of thecar’s unusual history. Another oddityconcerned the interior “soft” trim: thedash, the headliner and the carpet. Allhad started out as red pieces and werepainted black at some point in thecar’s life.

What about a V.I.N. number?There had to be one somewhere andremoval of the paint from the innerfenders yielded nothing but bright,clean metal which glistened in theMichigan sun — but no evidence of aV.I.N. number. The same “elbowgrease” process was applied to theradiator support and after not toolong, the bare metal revealed a set ofnumbers stamped into the radiatorsupport; the numbers read “X763A-T-V-738-2.” Whatever it was, it was notyour usual Ford V.I.N. and was quitedifferent from the “7R02Q” one wouldexpect to find on a ’67 Mustang orShelby. The numbers and letters (or,more specifically, groups of numbersand letters) seemed to fall into a verylogical sequence and an educatedguess of this “alphabet soup” of a VINnumber using already establishedFord VIN codes, is:

X = Experimental7 = 196763A = Standard Interior FastbackT = 200 cubic-inch six cylinderV-738-2 = Prototype Vehicle Number

Sequence.

The car was built at Ford’s pilotplant in Allen Park, Michigan. This iswhere other prototype production carswere constructed in the years-longprocess of turning a concept vehicleinto a standard mass-produced car.The car and its somewhat cumber-some identification of X763A-T-V-738-2, was shortened to “V-738-2”.

The first actual occurrence ofserendipity took place as the car’s uni-body was stripped, sandblasted andprepared for paint in January of 2005.Mounted on a shop rotisserie, the bodyshell just happened to end up next to a’67 Mustang undergoing the sameprocess. A glance at the two naked

unibodies sitting side-by-side revealedthat the junkyard Shelby’s firewalland inner fenders were very differentfrom those of the ’67 Mustang. A flipthru a Mustang parts catalog revealedthat they were 1966 parts! This proto-type 1967 Mustang had originallybeen constructed with 1966-typestructural parts (the steering gear wasalso ’66-vintage) and although thiswas an interesting fact in itself, yearslater it would prove key to makinganother discovery about the car.

Otter called West Michigan SAACmember Bill Van Ess the day after hisrestoration purchase. In researchingShelby Mustangs in general, he hadcome across the 15 year-old ShelbyAmerican #49 article written by Billand the other Western MichiganSAAC Members. Lowell asked VanEss about the interview and the Shel-by located at the Michigan TrainingUnit. Remembering the tour fromyears before, Van Ess replied, “Youhaven’t seen that car have you?”

Otter replied maybe, and that thevehicle could be in his garage! VanEss asked Otter if his car had astrange looking high back bucket seatin it. After further conversation heinformed Otter that both he and MikeMulcahy had taken pictures of theMichigan Training Unit vehicles,including the Shelby. The followingweek they got together and confirmedthrough photos that the newlyacquired project was actually the“Shelby” that Van Ess and Mike Mulc-ahy had viewed at the Training Unitsome 13 years earlier.

The second person Otter contact-ed about his project was SAAC Mem-ber Mike Mulcahy. He was also able to

One hard-to-explain feature was the rearbrake backing plates which were drilledout for cooling. They are identical to thoseused on R-Models.

Rear brake ducting is the same that wasused on 1966 GT350s, indicating that atthe time the prototype was built, the inten-tion was to have functional rear brakecooling on 1967 models.

The SHELBY E-MERICAN WINTER/2009 27

provide Otter with photos he hadtaken during the prison visit. His pho-tos included shots of a 1967 Shelbyunder dash prototype gauge package,COBRA air cleaner, Cobra aluminumvalve covers, Shelby export brace,Cougar steering wheel, and theunique Shelby American installedfront shock absorbers. Mulcahy alsoshot a BETA format video of all thevehicles at the prison.

Research continued for the nextcouple of years and it was at the endof that time period that a Mustangenthusiast produced perhaps the mosthelpful of all Ford documentation, anobscure booklet titled, “ProgramDescription Book.” It included a list-ing of the production numbers anduses for all of the 1967 prototype Mus-tangs, and it showed that V-738-2’sorigins (at least on paper) traced backto December 8, 1964, less than a yearafter the introduction of the first Mus-tang. The document included a pagetitled, “Product Engineering – VehicleBuild Schedule” and indicated the des-ignations and uses for all of the 1967Mustang prototype vehicles. V-738-2was one of perhaps two dozen Engi-neering Prototype, Composite Vehicle,Semi-Engineering Prototype, DesignCheck and Static Test vehicles built insupport of the new 1967 Mustang pro-gram. Work on V-738-2 was started 1-10-66 and it was completed 1-24-66with a 200-1V engine coupled to athree-speed automatic transmission.It was finished off in red with a redvinyl interior, tinted glass, an AM/FMradio and something called a “head-rest option.”

After a 1500-mile break-in, someof the tests performed on V-738-2included speedometer calibration,wind tunnel testing, acceleration, inte-rior noise, fuel mileage, engine coldstart and carburetor icing.

The Vehicle Build Schedule thenindicated that V-738-2 was scheduledto be rebuilt into a “low-cost fastback”configuration on or about 8-12-66.Inexplicably, this “low-cost” rebuildincluded the installation of a Hi-Po289 and a four-speed transmission. Noadditional information was availableabout the prototype fastback, and noinformation about its history after 8-12-66 was found in any factory docu-mentation. Detective work would fillin these blanks a little later on. Whatwe had so far was a prototype 1967six-cylinder Mustang, built in 1966

with some 1966 components, thatsomehow became an unnumbered1968 Shelby Mustang. A little strange,but there would turn out to be somuch more to the story…

Otter spent time tracking downother former Shelby employees andwas able to make contact with FredGoodell, Shelby’s chief engineer. Hehad some very specific recollectionsabout the Shelby, right down to whatit was used for and even where it sat.Its main purpose was as a fit-checkvehicle for the various Shelby-uniqueparts installed at A.O. Smith. After itsmission there was complete it waspainted metalflake gold by Shelbypainter Sonny Fee and donated toM.T.U. Further detective work result-ed in finding Sonny Fee, who had alsopainted the Green Hornet. He con-firmed the car as being a fiberglass fitand tolerance test car and that hepainted it a custom metal flake gold.It was then donated to the prison. For-mer Shelby Ionia employee Frank Fer-ris stated that he also rememberedthe vehicle to be a 1967 experimentalprototype car. Next would be anattempt at contacting some of M.T.U.’sformer shop instructors who mighthave had any dealings with the car.Again, the search paid off: body shopinstructor George Ranger recalledthat the vehicle was an experimentalprototype. When queried as to why hethought that, Ranger replied that hehad seen a tag stating that under theseats when they had disassembled thecar years before. The instructor, tak-ing his cues from an inmate with somein-depth Shelby knowledge, alsoremembered the vehicle as beingunique because it had a mix of 1966,1967 and 1968 parts.

An interesting item of note had todo with the car’s custom paint job(more serendipity) that was applied inthe prison and was on the vehicle atthe time the car was located at thesalvage yard. A casual perusalthrough some old car magazines (atask completely unrelated to any V-738-2 research) revealed that a carwith an identical paint scheme (a 1973Mustang) had graced the cover of theMay 1984 issue of Hot Rod magazine.The paint details were far too uniqueto be coincidental. More likely, a copyof that issue inspired the paint job onthe prison Shelby. Not only did thisgive a good indication of where theidea for the custom paint came from,

but also the approximate time ofapplication — sometime after May of1984.

Simultaneous research andreassembly of V-738-2 continued forseveral years, and the next serendipi-tous event occurred in the summer of2007. SAAC’s GT40 Registrar GregKolasa was scanning some GT40 pho-tographs to put on a CD. Since he wasin a scanning mood, he decided itwould be a good time to scan someother, unrelated (to GT40s, that is)pictures. He contacted 1968-1969-1970 Registrar Vincent Liska andarranged to borrow a pile of pho-tographs Liska had had printed upyears before. They were 1967 Shelbypromo pictures featuring a red GT500and a Lime Gold GT350. Many ofthem were either taken of the cars atone of the Los Angeles area beaches orin the parking area behind ShelbyAmerican’s LAX hangers. They hadbeen obtained from a relative of thesouthern California photographer whohad originally taken them. Many ofthe pictures found their way into Shel-by ads and brochures for the 1967Shelby GT350 and GT500. Liska sentthe pictures to Kolasa who beganscanning them for posterity. As eachimage was scanned, he noticed someunusual features, particularly in theinterior photos of the red GT500. A ’65shift knob, an AM-FM radio and thelack of the emergency flasher knobstuck out as being a little odd for a ’67car. And unlike any ’67 Shelby, the carhad a standard interior (but withdeluxe door panels), black camera-case finish on the dash bezel, andlacked a tachometer. Perhaps mostunusual was something that showedup in one of the interior photographs.Once focus was shifted from theattractive brunette seated behind thewheel, something odd about the car’scarpeting showed it was faded (or atleast that’s the way it appeared in thephoto). The promo pictures were takenwhen the car still smelled new, yet thecarpet had the faded, brown-showing-thru appearance of a 20-year old rug,certainly not something one wouldexpect in a brand-spanking-new car.

Moving around to the exterior ofthe promo car, there were subtle fea-tures that indicated that this wasn’tjust any early production GT500. Thecar did have the red running lights inthe upper air scoops (a feature sharedwith the first 200 or so production

The SHELBY E-MERICAN WINTER/2009 28

cars), but these lights had chrome andblack surrounds to them. These didn’tappear on any of the production lightsand to date have only been seen ontwo or three cars. The exhausts werealso unique. Instead of the traditional’67 bevel cut chrome tips, these werestraight-cut and had slight trumpetflares to them. Again, not production

features. The car lacked a remote outside

mirror and had a tinted windshield(unusual for a non-air conditionedcar). These didn’t add up, so Kolasacontacted ’67 Registrar Dave Math-ews. Dave examined some of the pic-tures and added to the list of oddities:he pointed out that the car had a ’66-

type wood steering wheel and that itwas indeed perched atop a ’66 steeringcolumn. At that point, Mathews sug-gested Kolasa might want to contactLowell Otter, who had done someresearch on “a Mustang prototype car”he was restoring. Kolasa and Otterbegan discussing the photographs,and shared observations about what

During a normal photo shoot dozens of shots are taken for every image that eventually gets used. Once the magnifying glass was put on thephotos it became clear this was not a standard production car plucked out of the inventory. It lacks an exterior mirror and other viewsrevealed it had tinted glass — not usually seem on non-air conditioned cars. The ‘67 production steering wheels had probably not yet beendelivered, so a ‘66 optional wood wheel was used. It was mated to a ‘66 steering column. When the photo shoot was moved to a ranch, therear view shows the emblem on the spoiler slightly to the right of what would become the “correct” location on production cars.

The SHELBY E-MERICAN WINTER/2009 29

appeared to be a 1967 Mustang fast-back that had been mocked up as aprototype 1967 Shelby GT500. Theseobservations were compared to Otter’sprototype Mustang that had, in lateryears, become a ’68 Shelby. But thered Mustang done up as a promotional1967 GT500 itself had a pile of fea-tures that were not common to any1967 Mustang anybody had ever seen.It almost appeared that the Shelbywas built on a Mustang that was itselfa prototype of some sort. You can seewhere this was headed…

The promotional pictures wereexamined at initially a coarse level ofdetail and then with ever finer scruti-ny until almost the sub-atomic (or atleast, microscopic) level had beenreached. Some amazing coincidencescame to light. Both cars, the promo-tional GT500 and Otter’s prototypeMustang, had ’66 Mustang firewallsand inner fenders (pictures of thepromo car were compared to picturesOtter had taken on disassembly of V-738-2). Both cars had unusual paddeddash parts that didn’t look like pro-duction pieces. Both cars had ’66steering columns and a single-reser-voir disc brake master cylinder. Bothcars lacked provision for the lowerdoor grilles and courtesy lights asfound on production Shelbys. Thenthings got down to the “holes andwelds” level. These are what are some-times known as “hard” constructiondetails in that they aren’t readilychanged as a car’s configuration isaltered over the years. They are, inessence, a car’s DNA. As for holes, theimportance is not so much in that tinycircular area of missing metal, but theTYPE and LOCATION of that area.Randomly-placed holes (ones thatappear to have been drilled for a one-time use) are especially important asthey aren’t likely to be repeated fromone car to another. And the type ofhole is also telling: punched holesdeform the area surrounding it, like atiny crater, and are generally placedthere at the factory. Drilled holesdon’t crater the metal around the hole,and are usually added after initialassembly. The factory nearly alwayspunches its holes. Both cars had avery unusual conglomeration of drilledand punched holes in the cowl panel,in a pattern that wasn’t likely to be“factory.” Both cars had the sameexact pattern of shock tower spotwelds, and this pattern was unique to

V-738-2 and was very different fromproduction Shelbys (production ’67Shelby owners Rich Keller, MartyJackler, John Frey, Dave Mathewsand the author all kicked in withdetailed photos of the shock towerwelds as supporting material). Bothcars had unusual small (estimated tobe about 1” square) pieces of sheetmetal welded to the cowl panel andboth cars had the exact same spacingof the spot welds on the front of theshock tower (these were compared to,and differed greatly from, production1967 Shelbys). Both cars had the iden-tical spot weld pattern on the shocktowers, and this was very differentfrom those found on production ’67Shelbys. The promotional GT500 alsoshowed red body color inside the doorwindow opening.

Talk then shifted to the interior.In the course of discussions, Kolasamentioned the faded-appearing car-pet. Otter countered with an equallyinteresting observation: his car origi-nally had a red interior but it hadbeen painted black at some point intime. Light bulb! A reexamination ofthe interior promo pictures at anextremely high magnification revealedthe reason for the faded appearance.It was not fading but an incompletepainting to make the red carpet black.Under magnification it was possible tosee the underside of the individualcarpet loops and there was red show-ing where the black paint hadn’t got-ten all the way to their base. It beganto look not like two cars with the sameunique features, but two photographsof the same car taken years apart.

It was now extremely likely thatV-738-2 was used to create the veryfirst 1967 Shelby GT500, the red carfeatured in numerous 1967 Shelbyads, brochures and on the promotionalpostcard. This red GT500, well-knownby all ’67 Shelby enthusiasts, wasactually a mock up of a GT500 built ona prototype Mustang chassis.

As exciting as this discoveryappeared to be, there was still onemajor hurdle. The “gold standard” forany statement being made about aparticular vehicle is factory paper-work. Without a piece of originalpaper stating, in black and white, thatV-738-2 did in fact become the firstGT500, the best that could be said wasthat the photographic evidence“strongly suggested” that contention.Maybe even “extremely strongly sup-

ported,” but it was far from “positive.”Everyone understood that.

After burning so much midnightoil, Kolasa realized that he needed a“sanity check” of his conclusions. Ineffect, he wanted to present the basicinformation he had gathered to someautomotive people with no interest inor knowledge of the conclusions hehad just drawn to see what theythought. Did the evidence support thecontention that V-738-2 COULD BEthe postcard GT500? He set aboutputting together a PowerPoint presen-tation to show, in step-by-step fashion,how his conclusion that V-738-2 couldbe the postcard GT500 had beenreached. The package was alsodesigned so that it could be sent topeople without the need to explain, inadvance, what it was. That wouldeliminate any preconceived notionsabout the research.

The package was sent out to ahandful of automotive experts, SAACRegistrars mostly, but also to someother knowledgeable Shelby peopleand automotive historians. When thefeedback was reviewed, everyone whoreceived the package agreed, withresponses ranging from a simple “yes”all the way to “it’s a no-brainer” thatthe evidence presented supported thecontention that it was “extremely like-ly” that V-738-2 was the first 1967Shelby GT500, the car used in ads andon the promotional postcard.

While these finds about V-738-2’shistory were welcome indeed, therewas a slight down side: work was wellunderway returning the car to itssemi-1968 Shelby configuration. Otterneeded to make the decision whetherto continue on course with theplanned restoration, or alter courseand go to a 1967 GT500 configuration.His response? “Hard-a-starboard!!!”Plans were altered to swing from a ’68to a ’67 restoration (not all that muchwork, really, since none of the car’sfinal assembly had been completed)and what had been done so far wasremoved in anticipation of the car nowbeing finished as the ’67 Shelby pro-motional car.

With his head spinning from therash of recent discoveries about hisrestoration project, Otter began tolook forward to relative calm — andfor ’67 Shelby fiberglass parts. Thewhirlwind of discoveries were behindhim and he now came to grips withwhat he had... which was actually a

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lot more than he ever imagined whenhe purchased the hulk from thatMichigan junkyard. Now he could getsome relative calm, and settle down tothe actual assembly of his “GT500.”This was, however, just the calmbefore the storm. Because there wasone more discovery yet to be made.

One of the experts called upon toreview the package was ChuckCantwell, Shelby American’s projectengineer on the ’65, ’66 and ’67 Shel-bys. He reviewed the package andgave full concurrence to the premisethat it was “very likely” that the twocars, Otter’s V-738-2 and the postcardGT500, were one in the same. He alsooffered that while he didn’t have anyspecific documentation on 738-2, the’65 and ‘67-type Shelby features whichwere fitted to the car, in his words,“proved” that the car was at some timein California. It couldn’t get much bet-ter than that. Or could it?

In discussing the conclusions thatwere drawn about V-738-2, Chuckmade an offhand reference to a redGT500, “likely an early production

car,” to use his words, that he hadtested at Ford’s Arizona ProvingGrounds (A.P.G.) in Yucca, Arizonaearly in the 1967 car’s developmentcycle. He wasn’t exactly sure, butpinned the date to before 1967 produc-tion began, likely in the August toOctober 1966 time frame. He knew hehad a picture or two, but they were inhis photo album which he had recentlyloaned out, so we would have to waituntil he got it back. We waited.

We got a glimpse of what was tocome by looking thru an old issue ofThe Shelby American (#44, to be exact)where Chuck had been interviewed.There was a brief mention of the redGT500 he had tested, along with asmall black-and-white photograph ofChuck and the car. Then a surprisearrived in the mail. Cantwell sentsome photos of that “early production”GT500, photos he had forgotten hehad. Aside from general beauty shotsof a young Chuck Cantwell and his co-driver Matt Donner (Chuck sharedtest driving chores with Donner, anex-WWII P-47 pilot) standing next to a

dusty GT500, there were detailed pic-tures of the front, rear and sides of thecar as well as the area of the wheelwells.

A close look at the picturesshowed, among other things, a crude-ly-mounted tach atop the dash (recallthat V-738-2 didn’t have an integraltachometer) as well as the same exactdoor-to-quarter panel mismatch as onthe postcard GT500. Other uniqueconstruction details (like the body col-ored window edge molding) began toshow themselves. Further evidencetook the form of the inside of the dashdefroster ducts, which, in one close-upphoto, showed red paint inside ofthem. Even the characters on the car’sside stripe, likely applied one-at-a-time, showed the same misalignmentand spacing anomalies between thetwo cars. The black surrounds to therunning lights in the scoops werethere, as were the unusual trumpetedexhaust tips. All of these led to anoth-er startling conclusion: Cantwell’sA.P.G ride was, in all likelihood, thepostcard GT500… making that, in alllikelihood, V-738-2!

The first GT500, the “promotion-al” V-738-2, wasn’t only a beauty car;it was a full-up, meant-to-be-drivenworking automobile. This in itself wasa bit unusual, as generally the twotypes of cars (test mules and promo-tional photography cars) were each aspecies unto themselves, with thattwain rarely meeting. Promotionalcars were built to look good, while testmules were often kludged-up contrap-tions used to test components, withvery little thought was given to aes-thetics. This car had both performanceAND beauty!

Chuck Cantwell told of how thecar, on arrival at A.P.G., was firsttested for straight-line acceleration.

Photos on this page are of Chuck Cantwell at Ford’s Arizona Proving Grounds in Yucca.They came from Chuck’s personal collection.

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Then it was put on the high-speedoval, where lack of a racing-type oilingin the street 428 passenger car power-plant led to a blown engine. ShelbyAmerican’s Cessna 206 was called intoservice and a new 428 soon arrived atA.P.G. and was installed by on-siteFord personnel. The car was soon offand running again in accelerationtests, and then on to the oval, whereonce more the engine blew! Cantwellrecalled that the laps run on the oval,between the two engines, didn’tamount to more than four or five. Thedates recalled by Cantwell also callinto question whether, as per the Pro-gram Description Book, V-738-2 everactually received the Hi-Po; this wasabout the same time frame of the car’sbeing tested at A.P.G.

Cantwell had no recollection ofwhat happened to the car after thatbut V-738-2’s provenance indicates itwent to Ionia sometime later in 1967to become fitted with ’68 Shelby fiber-glass and was donated to a correction-al facility auto shop in late1968…which, come to think of it, iswhere this story began. We’re backwhere we started, with the time inbetween showing a series of discover-ies — the very essence of “serendipity”—which along with some keen obser-vations and Shelby knowledge, layedout a highly probable scenario for anunusual car.

Postsc ript and Fo llow-Up. V-738-2’s restoration was well underwayin the summer of 2007. Plans, at thattime, were to restore the car to a con-figuration that was a mix of severalsnapshots in time. The car would bepainted its original Candy Apple Redand would be powered by a Hi-Po 289

(as configured when it was a prototype1967 Mustang in late 1966). It wouldcarry the 1968 Shelby fiberglass as ithad when it was a fiberglass fit-checkcar at A.O. Smith in late ‘68. However,the determination that V-738-2 wasvery likely the first promotional (andtest) GT500 drove the restoration totarget late 1966, with Los Angeles asthe chosen time and place. So thedirection was changed. The already-installed ’68 taillight panel wasremoved, the Hi-Po was sold and 428parts were collected. ’67 fiberglass wasalso ordered, and slowly the car beganits metamorphosis from a hybrid 1967Mustang/1968 Shelby configuration toone more specific in time, that of thevery first 1967 Shelby GT500.

Lowell Otter is finding therestoration to be much more challeng-ing than it would be for a standardproduction GT500. Being a hand-builtprototype, things like the factoryassembly specifications do not apply.The only references as to what wentwhere and how something wasattached are the handful of periodphotographs. As is nearly always thecase, the really nice shot of the enginecompartment cuts off the section ofthe firewall where a question abouthow something was attached would beanswered.

Add to that the fact that the carwas altered to a 1968 Shelby in itslater life and it really makes trying torestore it accurately a near impossibil-ity (mainly because what is “correct” isjust not known). As of this writing,work is well underway to complete thecar as a ’67 GT500. The car’s originaltest pilot, Chuck Cantwell, is lookingforward to someday slipping behind

the wheel and taking V-738-2 for atest hop, just as he did more than 40years ago. But he promises not torepeat the “two blown 428s” phase ofthe testing!

Lastly, a word about acknowledg-ing some people who all contributed intremendous ways, not only to this arti-cle, but to the whole deductive processthat led to the result. While there isonly one name in this article’s by-line,this was very much a collaborativeeffort. The bulk of the first half of thearticle was originally written by MikeMulcahy around 2002 (and he verygenerously allowed its use, almost ver-batim). It had been submitted toSAAC for publication but it was puton hold because it seemed, somehow,incomplete. So it never appeared inprint.

Now that the “rest of the story”about V-738-2 has been deduced, it ismuch more complete. Everyone namedin this article contributed in some wayto the final product, whether it wasdigging up some rare Mustang docu-mentation or taking some close-up pic-tures of some obscure constructiondetail. They all were sources, andtheir assistance is greatly appreciated.Kevin Marti also deserves a pat on theback. He was very generous in sharingwhat he had on the car. And last, butby no means least, we want to expressour sincere appreciation to V-738-2’sowner, Lowell Otter, for not only bar-ing his soul, but his car’s as well. Thedetailed research, documentation andphotography he performed while dis-assembling the car proved invaluablein the research of this piece. To all, weagain offer our sincere thanks.

Lowell Otter’s Shelby prototype, #X763A-T-V-738-2 as it presently sits. It’s been nearly 40 years since the car was fitted with 1967 Shelbyfiberglass.

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