Jim Smart
December 9, 2010

If memory serves correctly, it was the late great Walt Disney who said all things are possible first in imagination, then in reality. Michelle Holstien must have been thinking of Disney when she was going after Boss 302 ownership.

Michelle was in her teens when she first envisioned owning one, and in her personal life, there would be no compromise-it was going to happen. When her father told her it was a mighty tall order, both financially and logistically, she heard him. She even agreed with him. Yet, it never occurred to her that it wasn't possible.

When she was old enough to babysit, she babysat. When she was old enough to get a job and wait tables, she waited tables. She saved her nickels and dimes. She gathered pop bottles. She worked with the due diligence of a pesky mosquito. Call it good old-fashioned work ethic. You could also call it raw determination.

Michelle's pursuit of Boss-dom began with a '70 Mustang Mach 1. She enjoyed her Mach 1, yet wondered what a Boss 302 would be like. She became more determined and made sure everyone knew it. Michelle watched the Classifieds, listened to idle chitchat at the shows, and stressed to all of her friends she wanted a Boss 302.

One day, it happened. Michelle found a Medium Lime Metallic '70 Boss 302, completely disassembled and in need of a restoration. Just getting the car was as challenging as the extensive project to follow. It had been apart since 1986 and the seller wasn't going coming off the title easily. The original asking price was $10,000, a slam-dunk for Michelle; then the stubborn seller upped the ante to $17,000. She would have to borrow the difference-and did.

Michelle never intended to build a stone-stocker to transport via truck and trailer. She was going to drive this car everywhere. It was going to be aggressive. And it was going to be fun. She hauled her Boss to Ranger Performance in Southern California's Inland Empire region when she was just 21.

Because Michelle had a passion for automobiles, she knew a lot about them. There was also a lot she didn't know. She looked to the expertise of close friend and engineer Larry Binder and his son, also Larry. They worked together building the car's Boss 302 engine. Michelle did much of the work herself because she wanted to learn. It wasn't just about showing up people who told her it couldn't be done. It was about learning the ropes of car building and refining her technique.

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It may surprise you to know Michelle didn't go at this Boss 302 willy-nilly like a kid in a toy emporium. Each and every phase was well thought out and researched. She didn't want the traditional headaches associated with Boss 302 engines. She wanted a street-smart Boss 302 with abundant low-to-mid-range torque.

When Mustang enthusiasts see the Bud Moore mini-plenum induction system, they ask Michelle about it. It was when Michelle shook hands with the legendary Bud Moore at the Carlisle All-Ford Nationals that she learned the mini-plenum was her best choice. The mini-plenum is a high-rpm manifold. It's also good for coming out of turns like a scalded California ground squirrel-plenty of power on the high end; lots of twist down low.

Because Michelle wanted to go cruising and drive distances to car shows, she knew Ford's venerable Top Loader four-speed transmission wouldn't be her best choice. Michelle's Boss has 3.89 cogs in a Traction-Lok 9-inch case with 31-spline axles, which is great for snappy acceleration, but tough for highway runs without overdrive. Michelle decided on Tremec's T-5 five-speed transmission with overdrive, which would give her the best of both worlds.

When Michelle thought out the exhaust system, she wanted the best of both worlds here, too. Would you believe she has electric exhaust cutouts just to startle the masses when she roars up and gooses the throttle?

On the ground, you can see what she did to improve handling and braking. Those are four-wheel Baer disc brakes in all four corners. Michelle's careful choices, like the 15-inch Minilite wheels and Daytona SR P235/60R15 and P255/60R15 tires, yielded both increased handling and a tolerable ride.

When it was time for paint and bodywork, Michelle chose Glasurit two-stage urethane in Medium Lime Metallic, and the Boss stripes came from eBay. Gil Terrazas of Ranger Performance worked the Mustang's body for weeks on end before it was acceptable enough for paint. The end result is a color-sanded, hand-rubbed mirror finish.

When Michelle and her buddies wrapped up the Boss project, her next goal was to learn how to drive at speed. She has been to some of the more notable road racing courses around California, including Laguna Seca and Button Willow. Hot Rod's annual Power Tour has taken her and the Boss back to the Midwest and the East. The car is not only fast, but fiercely reliable.

Michelle will tell you she could not have accomplished this effort alone. She's indebted to her friends at Ranger Performance. These gentlemen jumped on the bandwagon and helped Michelle because they believed in her. And when you consider the end result, each enjoys a wonderful sense of peace knowing Michelle's Boss 302 is a lifelong dream achieved.

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The Details
Michelle Holstien's '70 Boss 302 Mustang


  • Boss 302ci
  • Boss 302 four-bolt main block w/screw-In freeze plugs
  • Forged 11.0:1-compression pistons
  • Stock steel crankshaft, 3.00-inch stroke
  • Boss 302 C3AE rods with broached 3/8-inch bolts
  • Boss 302 w/poly-angle 2.19/1.71-inch valves, 57cc wedge chambers
  • Comp Cams hydraulic flat tappet - 0.648/0.627-inch lift
  • Bud Moore mini-plenum intake manifold
  • Holley 780-cfm 4150
  • 410 dyno-proven horsepower at 7,000 rpm


  • Tremec T-5 five-speed
  • 10.5-inch McLeod clutch


  • Ford 9-Inch, 3.89 gears, 31-spline axles, Traction-Lok


  • Hooker 48-inch Super Comp headers, 3-inch pipes, electric cut-outs


  • Front: stock coil-over-upper-arm with heavy-duty springs, Koni adjustable shocks
  • Rear: 53 x 2.5-inch heavy-duty leaves, lowering blocks, Koni adjustable shocks


  • Front: Baer 12-inch disc, braided hoses, stainless steel lines
  • Rear: Baer 11.35-inch disc, braided hoses stainless steel lines


  • Front: Polished Minilite, 15x8-inch
  • Rear: Polished Minilite, 15x8-inch


    • Front: Dayton Daytona SR, P235/60/R15
    • Rear: Dayton Daytona SR, P255/60/R15


      • Standard Black Vinyl Interior with high-back bucket seats, Momo steering wheel, custom console with aftermarket instruments, Hurst shifter


      • Glasurit Medium Lime Metallic urethane, Shaker hood induction, Boss 302 graphics