The year is 1951. A still fledgling Dr. Ing. h.c.F. Porsche KG automobile company finds itself closer to the long-held dream of its founder, the recently deceased Prof. Ferdinand Porsche. His dream of cars bearing not just his design but also his name has been realized under the guidance of his son, Ferry.

While the future is looking brighter on several fronts, problems still plague Ferry and his team. The company hasn't been able to re-claim its Zuffenhausen factory from the US Military and thus is forced to continue to use rented space at the Reutter Karosseriewerk. Ferry Porsche, like many at the top of the entrepreneural companies, knows there is a magic bullet that will propel his company to international success. He just has to find it.

A strong possibility came not from Ferry himself, but from the man that was the key to the American market - a fellow Austrian named Max Hoffman. His idea? A low-cost, roadster-type racer to compete with British and Italian sports cars. But Max Hoffman wanted the new Porsche to compete in the showroom as well as on race tracks. The solution developed to satisfy Hoffman's dream was the Typ 540. The early 540s, of which just 16 would be made, can most accurately be called "Aluminum Roadsters" - even though they are more commonly referred to as "American Roadsters." The fact that both designations use the same abbreviation of A.R. hasn't helped matters.

Whatever the name, Max Hoffman's initial order for 6 aluminum, two-seat roadsters was shaping up nicely by May of 1952. Plans for at least six more cars were in place. These original 540s were beautiful all-aluminum Porsches that would do well on North American race tracks. The cars were nimble, light, and set up for racing with features like a removable wind-screen and soft-top as well as larger brakes and simple, rubber floormats.

That said, some items on Hoffman's A.R. wish list were not in place. At $4,600, the car wasn't affordable - nor was it accessable, since build numbers were tiny. The problems with the 540 didn't stop there. Coachbuilder Heuer was located in Ullersricht/Weiden, nearly 200 miles from Porsche. Heuer wasn't delivering bodies in anything resembling a timely manner, and was actually losing money on every aluminum body it built because the company miscalculated the hours it would take to produce the highly complex, hand-built shells.

That May, a meeting was conviened at Max Hoffman's offices in New York City. Present at the meeting was Ferry Porsche designer Erwin Komenda, Ferry's cousin Ghislaine Kaes, Hoffman, and a man by the name of Mr. Kooker. The latter was the president of Washington and New York racing clubs and it is believed that he was there to add weight to Max Hoffman's arguements.

Though the fledgling Typ 540 program was proving to be a disappointment in Hoffman's eyes, Ferry was in a good mood that afternoon. Only a day before, Porsche sealed a $500,000 deal for his company to design a car for Studebaker. It was money Porsche needed badly to break ground on a new factory. He had secured the site months earlier but, until now, he did not have the means to get moving.

Max Hoffman, never a man to lose when oportunity came knocking, gave Ferry Porsche detailed specifications of what the 540 needed to be and what it wasn't. Porsche historians agree that this meeting was instrumental in Porsche's transition from the aluminum sport roadsters to the later incarnation of the Typ 540, the steel-bodied, 356-based Speedster. There is however a largely forgotten link in that evolutionary path.

The forgotten link is this Porsche A.R. chassis number 12371. Though it may resemble the early Typ 540s visually in broad strokes, it is the only steel-bodied precursor to the 356 Speedster ever built - and the direct result of the meeting between Hoffman and Porsche in May of 1952. Two months later in July, Erwin Komenda sent drawing number 540.00.202, to Heuer for an all-steel roadster very different from previous aluminum 540s. The all-steel roadster was given a differnt designation by the Heuer factory. Instead of the K/8 classification, it was labled K/9-1 - because it truely was a unique car in comparison to the K/8-series aluminum roadsters.

After the meeting with Max Hoffman, Erwin Komenda changed a number of things. Obviously, the choice of steel for the bodywork over aluminum was a cost-saving measure. But Komenda also eliminated the K/8's removable windshield - replacing it with a fixed screen like the one on 356 cabriolets. The plan he sent to Heuer culled as many components from existing parts bins as possible. The result was a steel roadster that resembled the first 540s but was really its own animal.

The car represented real hope to a lot of people involved with the project. For Hoffman, who ordered 200 examples, it was the car he had originally envisioned - one he knew he could sell. For Ferry, it might have been the magic bullet. And for Heuer, it looked to be Coachbuilder's salvation from fast-approaching bankruptcy. Hope never guarantees success, however. Before #12371 was finished, Heuer would in fact go bankrupt.

The lone Typ 540 roadster was only completed later, at the Reutter factory. Though there was talk of building an initial run of some 200 cars, only one K/9-1 chassis - #12371 - was ever built. It would be 1954 before the 540 project was revived in its final form as the production 356 speedster. That Porsche proved Max Hoffman's concept of a more sporting, lower-cost 356 was not only viable, but undeniable. The speedster would play a major part in Porsche KG's success in the 1950's and beyond.

Its one-off predecessor would take a very different path, however. As Hoffman intended, #12371 would indeed make it to America and be used on race tracks - but it was misunderstood from the start. #12371's life in private hands started out with H.L. Brundage, founder of Brumos Porsche in Florida. He placed a call to Max Hoffman in Spring, 1952 and said he wanted an aluminum roadster to race in the Southeast. It was his luck that Hoffman had just taken delivery of the car - which unknown at the time - would be the last pre-speedster Typ 540 car produced.

Brundage not only sold the cars, he drove them, too. For this reason, he and his son, Jan Brundage, flew to New York to personally pick up the car from Hoffman's famous Park Avenue showroom. Throughout the early 1950s, Brundage raced on tracks all over the Eastern Seaboard. He drove all kinds of cars, but what he drove always had a direct correlation to what Hoffman was selling at the time. The New York distributor knew how to pick 'em for Brundage - the weirder, the better.

"My dad would buy just about anything Hoffman would sell him," says Jan Brundage. "Any time Hoffman had an oddball of some sort, he'd call my dad and he'd buy it if it was a Dyna-Panhard or a Facel-Vega or a Maserati or a Bentley or a Rolls. I wish I had kept track of all the different cars Max sold him. Among them he sold us our first VW. My dad converted that into a racer and raced it at Sebring.

Brundage's taste for Porsche-designed Volkswagens led him to seek out the real deal. And if you were going racing in the early 1950s and wanted the best Porsche had to offer, you had to have an aluminum roadster. Unfortunately for Brundage, the roadster he would eventually get wasn't quite the car he had in mind.

"My dad wanted to go racing," remembers Jan Brundage. "He knew there were America Roadsters out there - aluminum ones with crashboxes. I guess one day Max called and said 'I have an America Roadster for you.' My dad and I got on an airplane, flew to New York, and caught a cab to his Park Avenue salon. There was Max in his long tails, tuxedo, and that gorgeous showroom - he really put it on. We did all the paperwork; I can't remember exactly...I think it was like $4,000."

All was looking good until father and son Brundage went to retrieve their new car. The pair took a cab to Hoffman's warehouse, where they met up with parts manager Karl Grassow. After fetching the car from the sixth or seventh floor, Grassow turned the pair of Floridians loose on the streets of New York. Jan however, says the sweet feeling turned sour pretty quickly.

"After two to three blocks my dad says, 'This car just doesn't feel right, something is wrong here,'" recalls Brundage. "He pulls over, double parks, runs inside this office supply store, gets a magnet, comes outside, and bam - it sticks right on. He said, 'Son-of-a-bitch! Max screwed me again.' Little did he know it was the only one in the world. He really was super mad. The only thing Max could do was give him some lightweight Speedster seats - or racing seats of some sort - to lighten the car up a little bit."

Most people would have driven back to the dealer and demanded their money back. Why didn't Brundage? While he was fuming, he knew he couldn't do too much about it. Hoffman was the only distributor who could get dealers like Brundage a steady supply of European cars - so no one wanted to get on the wrong side of Hoffman. If the tap dried up, trying to run a European car dealership would be nearly impossible.

"He was a shrewd businessman, no doubt about that," comments Jan. "Of course we kind of feared him; he was the one allocating the cars." Once the initial shock of #12371 not having an aluminum body wore off, H.L. Brundage decided it would still be a useful car. Though many at the time might have argued that the car should not have been grouped with the aluminum roadsters, that's how it was known around the Brundage home.

"We always called it the 'America Roadster, the steel one,'" says Jan. "It was a nice 1500 Super Porsche; it was a lot of fun - a fun car to drive." But #12371 wasn't treated like a toy. H.L. Brundage made sure he got his money's worth by entering the car in several races. Chuck Stoddard's extensive A.R. research indicates the car first appeared at a September, 1953 rally in Clewiston, Florida wearing its original shade of light green paint. This first outing was a promising one, with H.L. Brundage taking first overall.

Roughly a month later, #12371 showed up at the SOWEGA International Sport Car Race held in Albany, Georgia. Held at a former Air Force base, this race was a big deal - big enough that the Porsche factory decided to make SOWEGA its first race ever in the U.S. So, on the starting grid, #12371 was sitting beside the pair of factory-entered 550 Spyders. Brundage's steel sport roadster bore the racing number 20 and a fresh coat of black paint. In addition to installing lightwieght "Speedster" seats - production 356 Speedsters did not yet exist - Brundage had removed everything he could to save weight.

These measures wouldn't be enough to beat the gaggle of Porsches that took the top ten that day, but Brundage finished 11th overall and ahead of the first non-Porsche entry. George King of Washington D.C. took first overall in a "Porsche Super Convertable," while the Fageol twin-engined Porsche special finished fourth. Brundage continued to use his steel roadster in top-level racing - such as at 1954's Sebring 12-hour Grand Prix of Endurance, where he finished seventh in class and 15th overall. While the #12371 put its time in on tracks across the Southeast, its glory days faded quickly as the 1950s moved on. Eventually, Brundage sold the car.

The history of #12371 gets fairly hazy after Brundage's ownership. It is thought to have been in a bad crash at some point - possibly even a roll-over - durring the 1950s. Whatever happened, someone but off #12371's fixed steel windshield frame in order to add a chrome-rimmed Speedster windshield. At least, that's how #12371 was configured by the end of the decade. The chronology of #12371 remains largely unknown over the next five to ten years, but it occasionally did pop up at Porsche events. In 1970, it was photographed at a Porsche club of America meeting at Lookout Mountain, Tennessee.

By then, #12371 had suffered even more poorly wrought modifications. It sported an ill-fitting 356 Speedster top - with its original windows poking out of both sides. The unique Typ 540 changed hands several times after that, more than likely losing a little bit of itself with each owner. In the late 1980s, #12371 came up for sale in Atlanta. Collector Charles Coker spotted it and invited Gary Kempton to go with him to look at the car.

"There was talk of an America Roadster, but people said there might be something wrong with it - so it'd been passed over by many buyers," recalls Kempton. "Charles decided we should go look at the car. I recognized it immediately from a photo in Porsche Panorama." Not long after Coker bought #12371, Kempton knew he had to have it. After taking mental stock of his four-cam Carrera inventory, Kempton laid out his case for why Coker should sell him the roadster. Pride wasn't an issue during the negotiation process.

"We had always been good friends, so I just started whining until he traded it to me," chuckles Kempton. Coker however had his price. Says Kempton: "There were several Carrera cars and motors - plus about five truckloads of parts..."

By 1989, the K/9-1 America Roadster was in Kempton's hands. Since he had restored dozens of vintage Porsches at his shop, Gk Restorations in Northern Florida, Kempton had a good idea as to how many man-hours it would take to bring #12371 back to its former glory. The one-off roadster would be far more difficult than most previous projects. Not only was it unique, it had been altered significantly over the decades. Thus, it's not surprising that work on the project happened sporadically over the first 10-15 years. Work on the suspension and basic chassis began in the early 1990s, but Kempton says a more pressing need to get customer cars done meant his project wouldn't reach "critical mass" until 2004.

"After Lorenzo Randolph sandblasted the car, we put the tub on our factory chassis micrometer," recalls Kempton. "We replaced the front-axle beam, the floor, and the Longitudinals." The next item on Kempton's list was restoring the biggest visual cue that separated #12371 from all other 540s - its fixed windshield frame. It wouldn't be an easy task.

"When I aquired the car, it had an early 1954 Speedster windshield frame," says Kempton. "Somebody had cut the original windshield frame off, beaten down the cowl and leaded over it. That cowling was really torn up - but I was able to reshape it. Then Richard Flinkman fabricated a new one from the original. He made a windshield frame from flat-metal stock, using my Gläser cab for a patern."

Research would be key to re-creating #12371's original lines, and a major breakthrough came when ex-racer Bill Bencker brought Jan Brundage around. The latter arrived carrying a large photo album. Between Jan's memories about the car and the photos, Kempton was able to piece together quite a bit about what his steel 540 looked like when it was new.

It was a good start, but Gary Kempton would still need to figure out how to reinvent a 50+year-old Porsche that had no good comparisons. That lead to some inevitable trial and error. Kempton says he and his team went to great lengths to fabricate a part many times, only to find out what they did was incorrect and would need to be redone. Unlike so many other restorations, where there's usually a photo to use for comparison purposes or even another car to look at, Kempton and his team had to fly blind with alarming regularity while restoring the lone K/9-1.

"The car's tail was all cobbed up," says Kempton. "Someone cut out the rear deck area and put a 356 Speedster lowbow top back there, so we took one from a '55 cabriolet. The rear wheelwells were all beaten up, so many hours were spent fabricating new ones. When George and Richard Flinkman later fabricated the top frame, we found out why the (wheelwells) were so smashed down. It was the original clearancing so the top could be folded under the rear cowl. We proceeded to pound down our new wheelwells..."

Another tough area to recreate was the upper bodywork behind the seats, which had been altered considerably over the years. Says Kempton: "The rear cowl area was fabricated from pictures using sheetmetal - and alot of plastic. Chris McMahon made a fiberglass form of the rear cowl." The form would allow a proper steel panel to be made in order to complete the bodywork. Once the form was ready, Kempton says there was only one guy to call: "I sent it to the legendary Ralph "Mutt" Brawley of Mooresville, North Carolina. The (steel) part made on his Yoder Hammer machine fit perfectly."

Considering the hard life #12371 led - as well as all of the heavy modifications it suffered through the decades - it would have been no big surprise to find a non-original engine tucked into its rear end. Incredibly, the original engine (#P40511) was still in the car and could be re-used, but not without substantial work. Recalls Kempton: "The two-piece crankcase, done in magnessium like old Volkswagen motors, was totally worn out. Jeffrey Woodcock's machine work to save that case was nothing short of miraculous. He had to machine both halves, re-face the mating surfaces, and then rebore both the crankshaft journals and the camshaft journals. The trickiest part was remachining and refitting the gears for the distributor drive."

Kempton handled the engine disassembly work himself. Once Woodcock had finished machining the original 1500 Super case, Kempton installed a new Hirth roller crankshaft as well as new pistons and cylinders. It is believed that a factory Le Mans 1500S camshaft was provided to Brundage to increase the horsepower-to-weight ratio of #12371. This camshaft was re-used. Making sure everything was right was critical to Kempton: "I must have taken that engine apart and put it back together 20 times to make sure everything would work correctly. It's a good thing that Jeffrey is a good friend of mine and a good sport - otherwise, he might've killed me!"

Back at GK Restorations, where the bulk of the work was carried out, Karl Reimer rebuilt the car's correct, original 519 transaxle as well as the front suspension and braking systems. With #12371's mechanical systems coming along nicely, it was time to paint the car - but as is often the case with old race cars, there was more that one "look" to consider. In #12371's case, either its original shade of green or the black Brundage seemed to favor would be appropriate. But which one? Kempton said, "yes" by painting the car black for a couple of shows and then returning it to the Rosedigrun it wore when it left Hoffman's New York showroom.

Once Chris McMahon completed all of the bodywork, fit, and final prep work, Keith Powel painted #12371 black with Glassurit products. The car's original, well weathered light green paint was left on the aluminum dashboard for all to see. Hand-painted racing numbers were added, with the nose of the car and the left door featuring "20" in honor of 1953's SOWEGA race in Albany, the right door bearing "50" for the race at Sebring in 1954, and "34" at the rear of the car in recognition of the 1954 race at MacDill Air Force base.

With the car's Monterey, California debut just weeks away, the team at GK worked extra hours to reassemble the car in time. The completed suspension and brake systems were installed, along with the powertrain. Interior work was handled in-house. Says Kempton: "Benny Lesch fabricated the seats and carpets. He also made the top skin." The seats are exact duplicates of the seats in John Paterek's aluminum roadster. The Speedster seats Hoffman gave Brundage are now in prototype Speedster #12223. Ron Roundtree handled all of the plating and polishing throughout the car, while Karl Reimer helped Gary Kempton re-wire it.

Appropriately, #12371 was debuted at the 50th anniversary celebration for the 356 Speedster in Monterey, California in 2004. There, on the lawn, sat exactly the right set of Porsches to put this roadster rarity in perspective. First up was the mid-engined Porsche No. 1, the only other one-off two-seat roadster from the period. Then came no less than five of the aluminum 540 roadsters that weren't quite what Max Hoffman had in mind. The steel-bodied 540 was next; #12371 looked similar to the quintet of aluminum sport roadsters, but differed not just in detail but in basic body material, too.

Across from those rare roadsters sat the earliest examples of the Typ 540 concept that would make Hoffman happy - and Porsche famous worldwide. Freshly restored and making its debut, Speedster prototype #12223 was flanked by the first three pre-production Speedsters as well as the first four-cam Speedster and the first four-cam Speedster to be raced. At the end of the line was the prototype for Ferry's idea of a replacement for the 356 Speedster line, the Convertible D.

The lone steel America Roadster at the Speedster 50th anniversary event took a "Judge's Award: First in Class" before heading back east. It was shown again in its black racing livery at 2005's Porsche Parade in Hershey, Pennsylvania. In the month between Hershey and the Meadowbrook Hall Concours D'Elegance, #12371 was repainted in Rosedigrun. The unique steel roadster has gone to win numerous awards, including the Lion Award at Meadowbrook in 2005, "Best in Show" at 2005's 356 Registry East Coast Holiday, and the Amelia Award at the 2006 Amelia Island Concours D'Elegance.

After spending the majority of its life as an ignored and neglected part of the 356 story, it's good to see #12371 getting the recognition it deserves. A unique part of Porsche history, this car serves as the logical bridge between the curtailed Typ 540 roadster series and the hugely important and wildly successful Typ 540 Speedster program that followed.

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