Written by independent automotive journalist Roger C. Johnson

This very rare 1965 Shelby GT350R (Lot #1425) headed to the Scottsdale Auction has been restored to its former racing glory – right down to the bright red front-end accents to make it stand out from the crowd on the track.

When Carroll Shelby accepted Lee Iacocca’s challenge to turn the 1965 Mustang into a competitive racing machine that could take on the world’s best sports cars, no one was fully aware of how productive this effort would ultimately become. No one except Iacocca and Shelby, apparently. Of the mere 36 Shelby GT350R models ever built in 1965 and 1966, the car coming to the 2018 Barrett-Jackson Scottsdale Auction, Lot #1425, is the most successful example of all time.

The first Shelby GT350 Mustangs were brutes in their own right. Their hot 289 power plants would rev freely, all the while making that sweet solid-lifter sound that is music to the ears of so many of us. The Shelby GT350R version was a brute in everyone’s right. The horsepower was bumped up again from 306 to in excess of 350, just because the engine was so willing to comply. The extra power also virtually ensured its credentials for serious competition. The R-model had the heart and soul of a world-class GT car on the racetrack and was literally created expressly for the Sports Car Club of America’s B-Production class.

This car’s original owner, Roger West, took delivery of it in early 1966 and won the SCCA Division Championship that same year. Soon he became enthralled with Ford’s GT40 program and parked the potent, and soon to be famous, Mustang. About this time, Charlie Kemp discovered the 5R538 Shelby and simply had to have it. He purchased the car in 1967 from West in Birmingham, Alabama.

Kemp was a natural athlete and excelled in a number of sports, so his talent behind the wheel of a race car was no surprise to anyone who knew him. His first outing with the R-model in Montgomery, Alabama, netted him a track record time. His ability with the Mustang caught the eye of engine-building master Pete Hood, who would ultimately team up with Kemp for a lifelong racing association. Hood brought the 289 to its fullest potential by extracting 430 dependable horses out of this 7,000-rpm race engine. This duo went on to dominate B-Production throughout the ’68 and ’69 racing seasons, stringing together a previously unheard of 17-race winning streak in the process.

Perhaps the car’s most notorious race was in Daytona 1969, when Kemp and the Mustang were handling all the B-Production cars with relative ease. The team decided to get daring and mix it up with the A-Production cars, so Kemp leaned on the little Mustang even more – bringing the revs up beyond the mid-7,000-rpm range. This is when the car was clocked at 184 mph and Kemp realized he was able to actually stay with some of those supposedly faster A/P Corvettes on the straightaways.

Kemp referred to 5R538 as a “Magical Mustang.” He entered the car in 54 races, finished 42 times and won a total of 32 of those events when all the dust settled. That gives this team a win percentage of 61 percent – an astounding ratio for any race car in any era.

This Mustang would ultimately prove to be so intoxicating to Kemp that, after he sold it to try his hand at CanAm racing, he would buy his prized Mustang back and keep it for years thereafter. Again he teamed with Hood, who helped him restore the Shelby to its former glory. Many of the original components have stayed with the car over the decades, including most of the body’s sheet metal. Even the 32-gallon fuel tank, its wood-trimmed steering wheel and the Cobra aluminum intake manifold with the correct Holley carb remained unscathed from the adventurous life of 5R538.

The dye was cast with the production of the very first pony car – the Mustang. It dictated the size, the feel and the look of these cars for all of time. Countless manufacturers around the world tried to mimic this formula, and most of their attempts have come and gone, leaving nothing in their wake but distant memories. To a great extent, the Mustang stands alone as the king of this market segment.

It is difficult to imagine a collector car more seductive than this particular Shelby Mustang. It’s one of 36 ever made, and there are less than that still in existence. The car’s racing history is extraordinary, and it was owned and driven by one of the most exceptional talents in the business. It has even been signed twice by Mr. Shelby himself. Just sitting still with its engine off, this racing-bred Mustang is about to set another record. This one will be on the fast track of ultimate desirability.

For up-to-date information on this vehicle, click HERE.