Jerry Heasley
May 1, 2005

Eighty-two-year-old Carroll Shelby is a very busy man, following a dream he's had since 1952 when he dropped a new Chrysler Hemi into a custom-built hot-rod chassis. Shelby's dream was to build cars. The '62 260 Cobra was the first realization of that dream, thanks to Ford's cooperation. The Cobra would become legendary in its execution and performance worldwide. It is likely the most copied automobile ever.

On the 40th anniversary of his original '65 Shelby Mustang GT350, we refrained from asking the overdone questions, such as how he named that first Shelby Mustang a GT350. The story's been told over and over. It was 350 steps to the garage, perhaps based more in humor than fact.

Prior to the '65 GT350 was Shelby's '62 Cobra with an aluminum body and chassis sourced from AC Cars of England and the new small-block Ford V-8. Prior to the Cobra was Shelby's eight-year career as a race car driver. Highlights include 1956 and 1957 Sports Car Illustrated Driver Of The Year, and a victory at LeMans in 1959 driving an Aston-Martin. Shelby was a proven commodity in racing. He knew cars, and he knew how to drive them.

A seldom-mentioned piece of Shelby history is that he actually courted Chevrolet first. Carroll explained, "I built three Corvettes in 1958 in Italy. Ed Cole at Chevrolet gave me three Corvettes, and I had them just about finished with aluminum bodies, a lot lighter than the present fiberglass Corvette."

GM turned Shelby down for engines during his efforts to build the Cobra. Had Chevrolet accommodated Shelby, there may have been no Cobra, or the Cobra might have been Chevy powered. It could have changed the history books completely. Chevrolet already had a sports car in its Corvette, thank you very much. Chief Corvette Engineer Zora Arkus-Duntov could do fine without the help of some Texas sports car driver turned car manufacturer named Carroll Shelby.

Shelby recalls, "I was working with GM, and it took me two years to put my deal together with Ford." Chevrolet would rue the day it turned down Shelby. Shelby had used "getting around Europe" wisely to learn how to build a hot sports car. Number one, he started with a lightweight chassis. Weighing less than 2,000 pounds, the Cobra would be V-8-powered, steamrolling the Corvette in SCCA (Sports Car Club of America) A-production road racing, then later beating the best sports cars (Ferrari had been the perennial champion) in Europe in endurance road racing. The Cobra would hand Chevrolet and Ferrari their respective posteriors in fierce competition around the world. The Cobra nameplate swiftly became synonymous with outrageous performance. Ford benefited mightily because the Cobra was Ford-powered. The body and chassis were from AC Cars in England. Shelby was the manufacturer.

The GT 350 StoryLee Iacocca, widely regarded as the father of the Mustang, and in 1964, vice-president and general manager of Ford Division, called upon his friend Carroll Shelby to give the new Mustang a performance image. The venue was racing, naturally, considering Ford had started one of the most ambitious factory racing programs in history in the summer of 1962. It was called Total Performance.

Shelby's mission in August 1964 was to build a hot Mustang to compete in SCCA B-production road racing. It was known as the Cobra Mustang project. He began by asking the SCCA just what it would take for the Mustang to be classified in its rulebook as a sports car. First, the Mustang would have to be a two-seater. The new Mustang fastback had just joined the line-up as a 2+2, short for two seats up front and two in the back. All Shelby had to do was pull the rear seat and insert a fiberglass tray. Voila! The two-seat Shelby Mustang GT350 was born.

The challenge was bringing the suspension and engine up to a competitive level. Rick Kopec of SAAC (Shelby American Automobile Club) explains in his Shelby American World Registry that the SCCA allowed Shelby to modify the suspension or the engine, but not both. Also, they required at least 100 streetable production units to be built.

Shelby knew the difficulty of selling real race-prepared cars to the public in quantities of 100. The solution to sell the 100 required units was to build a racing GT350 and a street GT350. Shelby chose to give the competition GT350 a full-race 289 High Performance engine. The street version would share a suspension with the racing GT350.

The GT350 Competition was built first. The street GT350 became a "detuned" race car, adding considerably to its thoroughbred status, despite the humbleness of its chassis, which was the low-buck Falcon's.

Shelby didn't do this work alone. He had an incredible talent pool of drivers and car builders. In August 1964, Ken Miles, Shelby's development driver and engineer, took a pair of Mustang hardtops and went to work developing great-handling Mustang test mules at Willow Springs Raceway, some 100 miles north of Los Angeles. Miles learned much of the Mustang's chassis development could incorporate off-the-shelf parts already available from Ford. This would keep costs in check.

When Miles wrapped up the Mustang chassis development, three Wimbledon White '65 fastbacks were ordered and delivered to Shelby's Venice, California, facility. One of these cars became the street prototype-the first '65 Shelby GT350. The other two became race cars.

Mass production of the first 100 Shelbys ensued in the weeks to follow. An order for the first 100 Wimbledon White fastbacks arrived at Ford's San Jose, California, plant in Milpitas in the fall of 1964. These cars were all K engine code fastbacks with Ford serial numbers. All were identically equipped with 289 High Performance V-8s, aluminum T-10 four-speeds, 9-inch rearends with large Fairlane station wagon rear drum brakes and Detroit Locker differentials, black standard interiors, and steel wheels. As those first fastbacks arrived at Shelby's Venice plant, construction of the new GT350 began. Assembly was in blocks of five and ten according to the Shelby American Automobile Club.

Conversion to Shelby specifications included:*Lowering the upper control arms to improve negative camber*Heavy-duty sway bar*Koni shock*Shelby-spec pitman and idler arms*Underride traction bars*Fiberglass rear seat area insert (rear seat deleted)*Tri-Y long-tube headers*Cobra valve covers and T-pan*16-inch-diameter, wooden, three-spoke steering wheel*Horn button located to the dashboard*Dash pod with tachometer and oil pressure gauge*Trunk-mounted battery*Fender and tailpanel badges*GT350 rocker stripes*Optional LeMans stripes*Steel 15x511/42-inch Ford steel wheels *Optional Cragar 15x6-inch five-spoke mag wheels

Pete Brock, Shelby American's first employee and the man behind all sorts of innovations, designed the LeMans stripes, the GT350 stripes, and the GT350 badging.

Because the Shelby GT350s were all hand-built cars, there are endless variations of them. They were true custom-built, yet mass produced, automobiles. One example is the exhaust system. Despite the appeal of the '65 GT350's side-exit exhausts, Shelby-American ultimately had to move the dual exhausts behind the rear wheels. Side-exit exhausts were not legal in all 50 states.

When Shelby-American outgrew its Venice facility, it moved to a pair of hangars on the south side of Los Angeles International Airport. These hangars were LAX (L.A. International Airport) landmarks for years, long a mecca for Shelby buffs to visit. Sometime in the '90s, these hangars were torn down and replaced by new additions to LAX's vast air cargo complex.

Some 250 of the 562 '65 Shelby GT350s were built at Venice. The rest were assembled at the new airport facility. At the new factory, Shelby Mustangs were produced on a production line, much like an automobile assembly plant. The cars moved from one workstation to the next. That is the way Shelby Mustangs were transformed through 1967.

Shelby-American campaigned the GT350 on the track, as well, dominating the series for which it was built. In 1965, GT350s won five of the six SCCA divisional championships. Of the 14 cars and 2 alternates that qualified for the B-production run-off at the '65 ARRC (American Road Race of Champions) held in Daytona, Florida, 10 entries were GT350s and the winner was 5R001, driven by Shelby team driver Jerry Titus.

After that championship '65 season, Shelby American withdrew and left the fight for wins to its customers. Likewise, it quit producing the Competition GT350. R-models (as they came to be named much later by SAAC) remained unsold, amazing, considering just 36 had been built. The market was small indeed for a full-tilt race car. Shelby, however, kept producing and selling his GT350 Mustang for the street.

But make no mistake about it, the '65 Shelby Mustang GT350 was the original, born out of a necessity to race. Racing was the reason for its existence, creating a no-nonsense performance ponycar. It spawned a series of Shelby Mustangs that lasted a short six model years through 1970.

Quick Reference Guide To Shelby MustangsFirst Generation'65 Mustang GT350 CompetitionThe original GT350, the big-buck ride that the high-rollers lust after in vintage racing, is the Competition model. These ponies went racing right off the assembly line.

The 289 High Performance V-8 is all-out race, with 16 mechanical lifters, Cobra high-rise, Holley center-pivot, extra-tall oil fillers/breathers, and steel valve covers, plus a fiberglass front lower apron, sans bumper. The R-model designation comes from the R in the serial number.

The R-model is weight reduction to the extreme, including no bumpers, aluminum-framed sliding side windows, and a plexiglass, vented rear window. It also had front and rear brake cooling assemblies, 34 gallon fuel tank, 311/42-inch quick-fill gas cap, electric fuel pump, five magnesium bolt-on 7x15-inch wheels, revised wheel openings, roll bar, shoulder harness, fire extinguisher, and flame resistance interior.

Numbers produced: 36

'65 Mustang GT350It was the ultimate street warrior with the same basic suspension used in the Competition model. It was Cobra 289 modified to produce 306 hp, featuring a Cobra high-rise aluminum intake, Holley 715-cfm four-barrel carburetor, and hollow Cobra-lettered, finned, aluminum valve covers. All have aluminum Borg-Warner T-10 four-speeds and 9-inch Galaxie rearends with larger rear drum brakes. No compromises for the street.

Form follows function. The fiberglass hood incorporates a scoop that really works, same for the scoops to the brakes. Guardsman Blue LeMans stripes painted over the top of the car were optional. Side stripes along the lower rocker panels incorporated the GT350 logo. Cragar five-spoke mags were optional. Most, if not all, GT350s were equipped with 15x511/42-inch steel wheels, chrome lug nuts, and Goodyear Blue Dot tires.

Numbers produced: 562

Note: There were also four Shelby-prepared GT350 drag cars built in 1965.

'66 Shelby GT350No competition models, all are street. Gone were the over-ride traction bars and lowered upper control arms to cut costs. The 289 High Performance V-8 got the Cobra high-rise and 715-cfm Holley atomizer. Ford's C4 Cruise-O-Matic transmission became an option that year. Color choices expanded to Sapphire Blue, Candyapple Red, Ivy Green, and Raven Black. Most cars got the fold-down rear seat option. It had plexiglass quarter windows, as well as side brake cooler scoops. The first 252 '66 GT350s were carryover '65 models, but look like '66 models. these carryover cars had the five-dial instrument panel common to '66, as well. The carryover cars had '65 competition suspensions.

The last four '66 GT350s were convertibles: one Dark Ivy Green Metallic, one Sapphire Blue, one Springtime Yellow, and one Candyapple Red. One supercharged '66 GT350S was built, a Dark Ivy Green fastback. Four competition drag GT350s were also built for 1966.

Numbers produced: 1,365

'66 Shelby GT350HHertz ordered 1,000 '66 Shelby GT350s for its Hertz Sports Car Club. Most of these cars were Raven Black with gold stripes-Hertz company colors. Rare are the Hertz cars in Guardsman Blue, Wimbledon White, Dark Ivy Green, and Candyapple Red. Just 85 of these cars are four-speed equipped. The rest, 925, are automatics. It is true that 40 percent of '66 GT350 production was the GT350H. It meant a lot of revenue for Shelby-American.

There is a lot of speculation about GT350H colors. According to SAAC, Hertz asked for a black and gold GT350 prototype on October 26, 1965. A firm order for 200 units followed, along with a request for a second prototype with a C4 Cruise-O-Matic. The first 200-car order was for Raven Black with gold-stripe units. The rest of the 800-car order was a mix of Guardsman Blue, Wimbledon White, Candyapple Red, and Dark Ivy Green. Check out the Shelby-American World Registry from SAAC for more details.

A special piggyback braking system was added because of stopping issues with fade-resistant brake pads. The gold foil brake warning label on the dash reads, "This vehicle is equipped with competition brakes. Heavier than normal brake pedal pressure may be required."

Numbers produced: 1,000

Second Generation'67 Shelby MustangThe first year for the GT500 featured a 428ci dual-quad FE-series big-block, highlighted by a Cobra oval air-cleaner assembly. New fiberglass and scooped hood was 4 inches longer than stock and integrated with unique fender extensions, a new grille, and valance. The '67 Shelby Mustang looked more like a shark than a horse. Redesigned fastback rear quarters featured fiberglass air extractors, in addition to the brake scoops. About 200 cars were fitted with small red running lights to the back of this scoop early in production. High-beam headlight positioning varied, with some inboard in front of the radiator, and some outboard in the grille mouth. Shelby used '67 Cougar taillights, which run the width of the tailpanel. A rear-deck spoiler puts this Mustang street beast emotionally on the racetrack. Inside, all '67 Shelby Mustangs got the brushed-aluminum Interior Dcor Group with molded door panels and seats, 8,000-rpm tachometer, plus amp and oil gauges in twin-pod instrumentation under the dash, plus a Shelby-specific, wood-rimmed, three-spoke steering wheel.

The '67 GT350 still has a 289 High Performance Cobra engine, again tuned for 306 hp. One '67 GT500 hardtop prototype (known as Big Red) was built. One GT500 convertible prototype was also built. Both were later destroyed. Although this is generally accepted as truth, we wouldn't be surprised if one or both of these cars eventually surfaced.

Numbers produced: 1,175, GT350; 2,048, GT500-all fastbacks

'68 Shelby MustangShelby went back to standard single-set headlamps with fog lamps in the grille mouth. Slippery front fascia fiberglass softens the Shelby's hard look. The 289 High Performance V-8 was discontinued and replaced by the new stroked 302ci four-barrel V-8. Production left Los Angeles and moved to the A.O. Smith plant in Ionia, Michigan. Ford assumes control of Shelby Mustang production due to cost overruns and quality issues.

The GT500KR series added on April 1, 1968 with the 428 Cobra Jet big-block thrust the 500 Shelby to a new benchmark for performance. KR is Shelby lingo for King of the Road. The fiberglass hood featured two leading edge scoops. The fiberglass deck lid continued, and it had an argent tailpanel fitted with '65 Thunderbird taillights and sequential turn indicators. Highly visible was the new roll bar, standard in the fastback and convertible. All Shelbys were fitted with the Interior Dcor Group in rich woodgrain.

Numbers produced: 1,253, GT350 fastback; 404, GT350 convertible; 1,140, GT500 fastback; 402, GT500 convertible; 933, GT500KR fastback; 318, GT500KR convertible-a total of 4,450 units.

Third Generation'69-'70 Shelby MustangThe redesigned Shelby SportsRoof and convertible had a unique front bumper and fiberglass front fenders. the rear end had fresh quarter-panel caps, flip-up rear deck lid spoiler, and '65 Thunderbird taillights with sequential turn indicators. Dual exhausts exit through a pair of cast-aluminum outlets beneath the center of the rear bumper. the GT350 upgraded to a 351W four-barrel small-block V-8. No engine modifications were performed aside from Cobra valve covers. The GT500 returns with a 428 Cobra Jet FE-series big-block.

Approximately 800 Shelbys unsold at the end of the '69 model year were reserialized as '70 models with minor changes: updated VIN plates and federal certification stickers, black hood stripes, and front chin spoiler. these Shelbys differ from '70 Mustangs with the '69 dash-mounted ignition switch instead of the lock steering column.

Numbers produced: 1,087, GT350 SportsRoof; 194, GT350 convertible; 1,534, GT500 SportsRoof; 335, GT500 convertible-a total of 3,150 units.