Jim Kreuz
May 12, 2015
Photos By: Hannah Way

You should have married Darcy Smith. After teaming with her husband to transform their two-way radio business into a raving success, she encouraged him to begin collecting Shelby Mustangs. Her logic? “It’s less expensive than a girlfriend, followed by a divorce.” She might want to re-think that today.

Her husband, Michael Smith, took her offer to the extreme. His first Shelby purchase, on eBay, was a 1969 Grabber Yellow G.T. 350 SportsRoof that earned SAAC’s (Shelby American Automobile Club) top restoration honor, the Premier Award. Michael enjoyed the entire process so much—working with the restoration shop, traveling to all the car shows, and getting to meet other owners—that he wanted a repeat performance. But this time the car had to be special: it had to be rare, and it had to have an engine that delivered high-octane performance—specifically, a Super Cobra Jet.

Hannah Way, a 21 year-old photographer from Texas, posed the Shelby with just the right amount of light in this location not far from the Billups restoration shop. Autumn in the Ozarks is amazing, as is this convertible Shelby. The Candyapple red paint with yellow stripes blends in well with the fall leaves. Carroll would be proud of this restoration.

The Find

Michael narrowed his search down to the rarest of 1969 Shelbys, a G.T. 500 SCJ convertible. Our Shelby addict scoured the Internet when he wasn’t following up on leads fed by fellow car buffs, and the task consumed him. Each day he woke up thinking that today would be his lucky day. But he soon discovered that muscle car hunting can be arduous and filled with countless dead ends. After a six-month odyssey he’d finally located the car of his dreams, a Candyapple Red 1969 Shelby G.T. 500 SCJ convertible. And, as luck would have it, the owner was looking for someone like Smith, i.e. a potential buyer. There was just one catch: the car was in pieces; lots of pieces. It was also located in Madison, Wisconsin, while Michael lived in northwest Arkansas.

The 1969 Shelby convertible was ready to be loaded into our enclosed car trailer from Larry’s Auto Body in Milwaukee, February 2011. The car was a “three wheeler” in this present state, with a bolt-on center wheel to enable us to maneuver the convertible into the trailer.
Restorer Jason Billups pointed out how to identify an original 1969 headlight from a reproduction: the dimples on the 1969 lens are much larger those on a repro. While watching Michael’s 1969 Shelby hardtop being judged at the SAAC National in 2010, one of the headlights did not work during the function testing and Billups had to scurry to find a replacement for sale at the adjacent swap meet, which he did … for $300!
A majority of the parts Larry removed from the Shelby were stored in the trunk and car interior. We had to make room in the enclosed trailer for the seats and the front wheels. Jason and Casey made sure that nothing was left behind.

The Shelby owner was going through a divorce and was selling his collection of muscle cars. Bad for him, good for Michael, because he also agreed to purchase a fully restored lime green 1970 Challenger convertible from him. Michael left his home in Arkansas with two car trailers, his restoration shop owner, Jason Billups, of Billups Classic Cars, one of Jason’s technicians, Casey Kelly, and your author, in late February 2011. Michael’s truck broke down in St. Louis, where we left it and one trailer at a car dealership.

The following morning we pulled into the driveway of the seller, Bob, surrounded by mounds of snow while more was falling from the sky. We removed the 428 SCJ engine, external oil cooler and C6 Cruise-O-Matic transmission from Bob’s garage and stowed them in the front end of our enclosed car hauler. All were caked in dirt and grime, as was the Shelby’s build sheet, which Jason was sure he could make look like new. The rest of the Shelby was at Larry’s Auto Body, a one-man shop a few miles away. Inside Jason’s truck, we mulled over whether there was going to be room for the car and all of its parts in the trailer. Several hours later we had the bare car with the Traction-Lok 3.91 rear and all the pieces—dash, door panels, seats, convertible top, and so on—loaded up.

“Do Whatever It Takes….”

Michael’s request to Billups for the work to be performed on this Shelby convertible was essentially the same as he’d asked of his first 1969 Shelby; “Do whatever it takes to win an SAAC Premier Award.” On average, only one entrant per year qualifies for this top honor and the Billups shop has two of them. The owners are both named Smith, Michael’s 1969 Shelby G.T. 350 (2010) and Vernon Smith’s ’69 Boss 429 (2012).

The restoration of the Shelby convertible was much more extensive than hoped because all the original parts found on the first 1969 Shelby (the SportsRoof) were not present on the second. Billups’ preferred method of sourcing the needed original parts was to locate used items that could be restored in their shop to as-new condition. Ed Meyer, a well-known Shelby Mustang expert, contributed to the parts-sourcing effort and, as was the case with other Billups restorations, bestowed his technical advice to the Oklahoma shop staff on this project as well.

The Super Cobra Jet engine employs a different crankshaft and connecting rods than the Cobra Jet model, and there is also an external counterweight on the end of the crank to make up for the removal of the center counterweight found on the Cobra Jet. All Cobra Jet and Super Cobra Jet engines came equipped with larger intake ports and valves than the standard 428. The SCJ was rated at 335 hp, but is closer to 410 hp, and was designed to be raced at high rpm.

The alternative to acquiring used parts was to source N.O.S. parts, which are two to three times the cost of refurbishing a used piece. The transformation task of Michael’s second Shelby was made more complex by the addition of the convertible top and hardware, which helped drive the final restoration cost to $150,000. Don’t gasp. In the world of concours restorations, that’s a bargain. Michael’s dream Shelby came with two brand-new, vintage 1969 Goodyear Polyglas blackwall tires that still sported the paper tags on the tread along with two identical tires that had logged less than a thousand miles (all four were located in an Oklahoma body shop—for $10,000), and an N.O.S. 1969 heavy-duty battery supplied by Bob Perkins ($5,000). Because the Billups restoration shop was backed up with other projects, including two Boss 429s and several rare Mustangs/Shelbys, the SCJ convertible effort didn’t commence until mid-2012. But it was worth the wait.

One of the brand-new 1969 Goodyear Polyglas blackwall tires now on our SCJ Shelby. These are identical to the tires that came with this car when new. Tim Lea mentioned to us that the Goodyear tires installed on the 1969 Shelbys were shipped to the A.O. Smith assembly plant in bulk containers, and therefore did not have the paper stickers attached that individually sold tires would normally have.
The exposed painted disc brake calipers on the front of the Shelby convertible. If you look closely, you can see the dried paint drip on the lefthand side of the caliper. From there the paint flowed downward and onto the inside of the front wheel and tire. Just like the assembly line worker did at A.O. Smith in 1969.
The exhaust system supplied by Scott Fuller is brand new, but was fabricated with exacting detail right down to the bends and stampings to duplicate the original exhaust.

Billups did all the bodywork and Skeeter applied the eye-popping single-stage urethane Candyapple red BASF paint, and the remainder of the work was completed by Casey Kelly and Billups. The priceless, numbers-matching 428 Super Cobra Jet engine teardown and inspection could only be entrusted to one person, Jason and Scott’s father, Gerald Billups. Inside Gerald’s garage, the cylinder walls were found to have very little wear so no machining or honing was required. After reassembly, a fresh coat of paint was applied before returning to the bustling Billups’ business.

The year prior to the commencement of the restoration, Billups tasked himself with searching junkyards and the Internet for used Shelby items that could later be made to look brand new—hose clamps, ignition wires, spark plugs, belts, suspension pieces, head lamps, and rubber trim. He calls it treasure hunting and gets excited when he steps into a new salvage yard for the first time.

Removing the Carroll Clock

The Shelby came optioned with an Interior Décor Group-Deluxe package, as well as deluxe seatbelts/warning light. The interior is immaculate and looks like it just hit the showroom floor in February 1969 at Tom Bellan Ford in Aurora, Ohio. And there it sat for six months before being sold on August 21, 1969. Even the AM/FM radio works.

The car had some nice original interior pieces, but the nicest one was not going to be re-used. The big, flowing Carroll Shelby sharpie signature on the passenger side clock cluster had to be replaced. Why? It came down to point deductions. Because the signature was not present on the car as it left the Ford A.O. Smith assembly plant, points would be deducted at the SAAC National, so it had to go. Fortunately, Billups had a spare on hand so Smith still has the signed clock cluster.

The original white convertible top was in good condition, and with a lot of work and cash could possibly have been saved and made to look new, but a replacement was used with the original glass rear window. There is no point deduction for replacement, aftermarket convertible tops, or headliners but that’s about it—everything else is expected to be vintage 1969 and in as-new condition for the concours class this was being entered in.

Owner Michael Smith is behind the wheel of his 1969 Gold Medal award-winning Shelby Mustang convertible, in the hotel lobby of the 39th annual Mid-America show in Tulsa, Oklahoma. “Behind-the-scenes guys,” from left to right, are Casey Kelly, Lonnie Baker, and Jason Billups—members of the Billups Classic Cars team.
The Shelby was invited to join other rare Shelby, Cobra, and Sunbeam Tigers in the “Snake Pit” at the 2013 Chicago Muscle Car & Corvette Nationals.

In June 2013, after 2,600 hours of shop labor billed at $45 per hour, our masterpiece was completed and the transformation was amazing. How rare is Michael’s 1 of 22 SCJ Shelby convertible? Well, there were a total of 2,366 Shelby Mustangs produced in 1969, and 1,402 of them were G.T. 500s with the 428 Cobra Jet; 245 of the G.T. 500s were convertibles and 176 of these were automatics, with 39 painted Candyapple red. Twenty-four of these had black bucket seats and of those, two came equipped with the SCJ Drag Pack option. Only one of these had the standard steering column. So, if we’re nit picking, this is 1 of 1.

The Billups work of art was immediately entered in the 39th Mid-America Team Ford and Shelby National Meet in Tulsa, and was rightfully displayed in the hotel lobby. As expected, our guys took home a Gold. Next up is the SAAC National, where they hope to garner a coveted Premier Award. What is Michael’s next project? Our guess is the two recently purchased 1969 Shelby G.T. 500 SportsRoofs—Grabber Orange and Candyapple red—both having been stored in a warehouse in Oklahoma City, Oklahoma, for the past 30 years. What happened to the 1970 Challenger convertible? Michael kept the $50,000 car for four months and sold it for a tidy $20,000 profit. Who said he only knows radios? You’re probably also wondering if Darcy has a sister. She does, and she’s married to yours truly.

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