Jim Smart
June 1, 2008

Have you ever had a moment where you felt like your fate was preordained, for better or worse? Sometimes, fate has all the earmarks of a train wreck, leaving us feeling befuddled, lost, and discouraged. Other times, it's a divine moment when all of the cosmic tumblers fall into place and everything goes not to plan, but better than we could've ever come up with given all the best logistics. The latter describes Tom Anderson's experience when he unearthed this '65 Mustang fastback.

Tom's wife, Lexine, left her '96 Mustang convertible at an upholstery shop for rear-window replacement. The shop shared the same building with a restoration business. When Lexine went to pick up her convertible, she spotted the '65 fastback in the restoration shop. She called Tom immediately. The fastback was everything her husband wanted-red with a black interior, just like Lexine's late-model convertible. A week later, Tom drove his fastback home. Upon arrival, he felt confident he'd made the right decision. The next hurdle was how best to approach his newfound car project. It would have to happen in phases.

There's nothing quite like the excitement of a fresh car project. It's a blank canvas on which to paint anything your imagination can conceive, and Tom was never short on imagination. The cool thing about building a restomod was what Tom knew could be done with his fastback. He envisioned a good-looking driver he and Lexine could enjoy and show. During that first trip home, Tom understood the car had a fundamental problem-stopping. With four-wheel manual drum brakes at 65 mph on the freeway, the car was unwieldy-all over the place-unsafe at highway speeds. His first order of business was a set of 11-inch slotted Stainless Steel Brake Corp. disc brakes and a dual braking system. Just the front disc brakes alone greatly improved stopping power and stability.

Tom was faithful to his priorities in planning and execution. He didn't need a rocket ship. He wanted a good, streetable cruiser that delivered healthy low-end torque-something snappy for the freeway and mean surface streets. The Mustang's most trusted performance platform, the nimble 90-degree Fairlane small-block V-8 introduced in 1962, was selected for Tom's performance agenda. Nothing fancy here, just an affordable, healthy, 302ci small-block. Tom had this engine built when the car's 289 spun a bearing during a trip to Hot August Nights in Reno early in the going.

When Tom had the engine out for a complete rebuild by Van Gordon Racing in Upland, California, he evaluated rebuilding the car's original four-speed transmission. The repair estimate came to more than $1,000. That's when he ordered a Tremec five-speed from D&D Performance in Wixom, Michigan, and put his four-speed on the shelf.

A Centerforce Dual-Friction clutch makes shifting a breeze because pedal effort is greatly reduced thanks to Centerforce's flyweight technology. Tom likes that clever balance of performance and efficiency offered by Tremec's T-5 transmission. First through Fourth gears yield great acceleration, while Overdrive gets the revs down and efficiency up when it's time to hit the open road. Bill Thomas Enterprises of San Bernardino, California, built Tom a bulletproof 9-inch rearend sporting a 3.50 Traction-Lok with 28-spline axles-perfect for Tom's master plan of both performance and reliability.

The Van Gordon-built 302 sports the standard 2M nodular-iron crankshaft, C8OE forged rods, and Speed-Pro-coated flat-top pistons-all blueprinted and dynamic-balanced for smoothness. Van Gordon topped this block with Edelbrock Performer RPM heads with 2.02/1.60-inch valves for improved horsepower numbers. That's an Edelbrock Performer RPM manifold topped with Holley's own 570-cfm Street Avenger carburetor. You might look at carb sizing and ask, "why?" The name of the game in street use is low-end torque, which the Holley satisfies with ease. Go large and you lose torque and volumetric efficiency. Go too small and you lose both torque and horsepower. Van Gordon Racing understood this theory when it planned out Tom's 302. The 570-cfm Holley delivers a nice balance of torque and horsepower, with torque being most important when the light turns green.

Tom didn't go exotic when it came to his 302's ignition system. That's an Autolite single-point distributor with vacuum advance with the Pertronix Ignitor edge inside. No points-just solid reliability inside from a modification that's hidden and takes 30 minutes to install. On top is a K&N air cleaner, which offers greater airflow. It's also important to take notice of practical elements that make a classic more reliable and solid. We like the Monte Carlo bar, born of Ford and Shelby's racing efforts in the early '60s, which stiffens up the front end for better structural integrity. The export brace was mandatory in Tom's mind for improved stability and structural integrity. Note the factory fan shroud, which increases air velocity through the radiator for improved cooling. A trunk-mounted battery frees up engine compartment space and offers better weight distribution.

Inside, Tom kept a close eye on both function and aesthetics. He stayed with the Mustang's first-generation Falcon instrument panel with a white-face twist. The Grant rosewood steering wheel looks terrific and feels good in your hands. A Shelby center gauge pod offers important engine-performance data without cluttering up the dashboard. Flo-Fit seating makes the ride, offering comfort and good looks without costing a fortune.

Tom didn't spend a fortune under the car, either. He kept the suspension stock, with the exception being a 1-inch sway bar, 620 coils, five-leaf mid-eye springs, and KYB gas shocks. A page-turner is Tom's decision to fit his Mustang with Shelby 17x8-inch 10-spoke wheels from California Pony Cars. They're retro, yet current, wrapped in Continental speed-rated radials.

Because Tom liked the Laser Red finish on Lexine's '96 Mustang convertible, he went with the same color, along with a special Pearl White stripe treatment. He had to thumb through several pages of Pearl White color charts, ultimately narrowing it down to six choices before making his final decision.

Tom's efforts prove you don't have to build an outrageous 600-horse Mustang fastback to leave a lasting impression. He did it with a modest budget, great imagination, and the will to make the most of what he had available.

The Details
'65 Mustang Fastback
Owners: Tom and Lexine Anderson, Highland, CA


  • Van Gordon Racing-built 302ci small-block V-8
  • 4.030-inch bore/3.000-inch stroke
  • Speed-Pro forged pistons
  • 2M nodular-iron crankshaft
  • Dynamic balanced
  • Edelbrock Performer RPM heads with 2.02/1.60-inch valves
  • Edelbrock Performer RPM dual-plane intake
  • Holley 570-cfm Street Avenger
  • Comp Cams hydraulic cam, 0.286/0.286-inch lift, 219/219 duration, 110-degree lobe center
  • Comp Cams roller rockers
  • Autolite single-point distributor with
  • Pertronix Ignitor


  • D&D Performance Tremec T-5 five-speed


  • Bill Thomas Enterprises 9-inch
  • 3.50 gears
  • 28-spline axles
  • Traction-Lok-style differential


  • Tri-Y headers with 2½-inch collectors Glasspack mufflers


  • Front: Stock coil on upper arm, 620 springs, 1-inch sway bar, KYB shocks
  • Rear: Five-leaf mid-eye springs, KYB shocks


  • Front: Stainless Steel Brakes Corp. 11-inch disc, slotted rotors
  • Rear: Factory drum
  • Dual braking system for safety


  • Front: California Pony Cars Shelby aluminum 10-spoke, 17x8-inch
  • Rear: California Pony Cars Shelby aluminum 10-spoke, 17x8-inch


  • Front: Continental ContiExtreme Contact, P225/45ZR17
  • Rear: Continental ContiExtreme Contact, P225/45ZR17


  • White-face instrumentation, Flo-Fit bucket seats, Grant steering wheel, Auto Meter Phantom instruments, AM/FM stereo system, 6-inch speaker kick panels


  • '96 Ford Laser Red basecoat/clearcoat, Pearl White stripes, Shelby hood, hood pins, GT foglamps