19-20 January 2017

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Lot 258

1939 Mercedes-Benz 540 K Special Roadster by Sindelfingen

  • Chassis no. 408383
  • Engine no. 408383

Sold for $6,600,000

Please note that Internet bidding is not available for this lot. Interested parties that are unable to attend the sale may register to bid by telephone or place a commission bid online at Furthermore, bidding on this lot requires a special registration process to be completed no later than 48 hours in advance of the sale. Please contact Client Services at +1 519 352 4575 or to register your interest.

115/180 bhp, 5,410 cc supercharged OHV inline eight-cylinder engine, five-speed manual transmission, four-wheel independent coil-spring suspension, and four-wheel hydraulic drum brakes. Wheelbase: 129.5 in.

  • A one-off, owner-commissioned 540 K Special Roadster
  • Built for Rolf Horn of Berlin with rare five-speed transmission
  • Formerly owned by Alf Johansson and the Lyon Family Collection
  • Freshly restored Pebble Beach Concours d’Elegance award winner

Mercedes-Benz’s success with the 500 K was aided by the continuing defaults of its sporting luxury competitors as the Great Depression worked its way through the ranks of society, politics, royalty, and finance. In 1936, the company followed up on that success with the 540 K. Regarded by many and respected by all as the high point of the Classic Era among German automobiles, the 540 K reflected the restless pursuit of perfection by Mercedes-Benz’s engineers, technicians, and craftsmen, and by the coachbuilders of the Sindelfingen Werke.

The ultimate 540 K was the Special Roadster. Constructed on a nearly 130-inch wheelbase chassis and stretching over 17.5 feet in length, it was a massive automobile in which to accommodate only two passengers. Yet, that awe-inspiring blend of cost-be-cursed size, performance, and style is what gave it a commanding presence that remains palpable in any surroundings. Better still, Hermann Ahrens and the Sindelfingen designers succeeded in so skillfully blending the car’s styling elements that its overall proportions are harmonious. Subtle, bright accents complement and outline the body elements, punctuated by functional and stylish details that draw the eye and mitigate the car’s size.

The Special Roadster’s imposing visage was matched by equally impressive performance. A stiff frame and fully independent suspension supported its nearly three-ton mass effortlessly, soaking up irregularities in highways and, at its best, showing the 540 K’s relaxed 85 mph cruising speed on the Autobahn. Mercedes-Benz fitted a camber compensator spring to the 540 K, to offset the swing axle independent rear suspension’s tendency to sudden camber changes, and the resulting driving experience is balanced and satisfying. The Special Roadster was no sports car; instead, it was the original grand tourer, a car in which two people could cover vast distances in comfort and at an outstanding clip.

Of the 419 chassis delivered during the 540 K’s production life, from 1935 to 1939, it is believed that only 25 were Special Roadsters. Few of those were one-off designs, and fewer still were built on the most desirable later chassis with five-speed transmission, as, by 1939, most of Europe was being drawn into growing darkness. Fortunately, Rolf Horn could still see the light.


Chassis number 408383 was completed for Rolf Horn of Gebrüder Horn in Berlin, in August of 1939. Rolf, along with his brother, were proprietors of one of the city’s most exclusive art and interior décor boutiques. As a late 540 K, it was equipped with the five-speed transmission with fifth gear overdrive that was introduced that year, and it is, in fact, the latest known surviving Special Roadster, perhaps even the last one built.

It is believed that Horn had a major influence in the conception and design of the car, which was not surprising, as he was a man who regularly dealt in beautiful art and consequently had an advanced understanding of aesthetics. While retaining the traditional chassis layout and basic body lines of the last style of Special Roadster produced by Sindelfingen, it further possesses some of the more typical roadster styling cues, including the set-back radiator, which emphasizes the powerful appearance of the front end; mother-of-pearl dash; a long hood; and a fully disappearing top. The similarities, however, end there.

Separating it from other Special Roadsters are features likely directed by Horn himself, namely the cut-down doors, a cue seen on the very first series of roadsters introduced; the two rows of louvers on the hood side panels—later cars typically had two rows of screens; and the fully skirted French-influenced fenders, which are almost teardrop-shaped and are unique to this car.

Additionally, the sweeping running boards, characteristic of all other Special Roadsters, were eliminated in favor of sculpted frame covers. The low doors have roll-up windows and rise abruptly past the hinges to a hard boot cover over the folded top, which gives the rear deck a smooth, aerodynamic surface and taper. While the windshield is a single piece, it is sharply raked to fall in line with the cowl, and it can be opened for ventilation. Most notably, a slim chrome beltline traces the hood break and then sweeps downward, paralleling the door tops before tapering to a fine point at the rear fenders.

The coachwork is liveried in rich dark blue with matching leather upholstery; the chassis beneath is essentially hidden below the body and fenders. Even the 540 K’s signature outside exhaust pipes subtly drop through the right front fender, almost out of sight, and they emerge as a dual exhaust below the rear bumper. Bright chrome spoke wheels with body color hubcap detailing and Mercedes-Benz’s signature wheel-balancing weights are accented by the blackwall tires. Accessories are few: a combination spotlight and rearview mirror for the driver and a Telefunken radio, with German city bands marked on its dial.

Not long after Mr. Horn took delivery of his bespoke creation, luxuries such as automobiles with high fuel consumption became impossible. At this point the car was put into storage and vanished from sight.


The current owner has gone to significant lengths to uncover more of the early history of the Horn Special Roadster, including interviewing previous owner Alf Johansson. In 1960, the Swedish Johansson traveled to Russia and began work as a translator, ultimately residing in Moscow for a decade. A car enthusiast, he made contact with Russian enthusiast Arthur Leshtin, who located a great many important classics in Soviet Bloc countries, including multiple supercharged Mercedes-Benz.

Discovered in what was now Soviet-controlled East Berlin in 1949, the car was on blocks just as Rolf Horn left it with low mileage. It was driven by Soviet diplomats until 1953, when the Soviet-produced ZIL automobiles became available, and eventually made its way to Russia. Surviving historic images not only emphasize the intact condition of the car, but the visible registration numbers place it in Moscow by the late 1950s. When Leshtin acquired the car it was still in its original black livery; he owned it for a period in which he repainted it white and used it, even taking it along with his wife on a tour through Crimea. Leshtin eventually repainted the car in its original black, and sold it to Johansson around 1964, after which the new owner used it as a regular mode of transportation in Moscow for three years.

The 540 K’s exportation from Soviet-era Russia in 1967 was no less challenging; ultimately, in a daring show of bravado, Johansson simply drove it over the border into Sweden. As a result, he should be credited with preserving a very valuable piece of Mercedes-Benz history for future generations. After a decade of enjoying his car in Sweden, Johansson sold the Special Roadster to American collector-dealer Tom Barrett. Following ownership by the Imperial Palace, it eventually passed into the well-known Lyon Family Collection, in California. For over two decades, it was carefully maintained in their stable of the world’s finest automobiles, and it was treated to regular maintenance by professionals familiar with his bevy of supercharged Mercedes-Benz.

In 2011, the 540 K was inspected by two veteran experts from Mercedes-Benz Classic Germany, who concluded, in their expert opinion, that this car is a matching-numbers example. The engine is original to the chassis and retains the original number plate. The transmission is of the correct series, as is the steering box, and all of the correct stampings can be found throughout, including on the bodywork. The body number was found on numerous parts, further corroborating the car’s originality.

While it has continued to maintain such originality, including the original factory firewall data plates, the Horn Special Roadster has, from 2011 to 2012, been lovingly restored. Great care was taken by its new owner, working with specialist Jim Friswold, to retain all of the correctly numbered components, and every nut and bolt was removed and returned to its original splendor. The result of the superbly finished restoration was a well-earned Second in Class at the Pebble Beach Concours d’Elegance in 2012.

Shortly after acquiring it, the current owner commissioned additional cosmetic and mechanical fettling by RM Auto Restoration, which included sorting of the suspension and steering, brakes, fuel system, and engine tuning. Full service invoices of the hundreds of hours spent on this technical and detail work are on file for review by interested parties, and the 540 K now runs and drives at full speed with supercharger whining as its legendary reputation suggests. Accolades enjoyed by this Special Roadster include a Best in Class at the Amelia Island and Pinehurst Concours d’Elegance; Best of Show at Mar-a-Lago; Best of Show, Trophy Division at Winter Park; and Best European Classic at Boca Raton, all in 2014. The following year, it was recognized with a People's Choice award at Hilton Head and Judge’s Choice at Lake Mirror.

The 540 K Special Roadster is among the most instantly recognizable, valuable, and desirable of all automobiles built during the Classic Era, and acquiring one is an instant mark of discerning taste and prestige for any collector. It is, quite simply, the ultimate bragging right. Offered here is the opportunity to purchase not only a Special Roadster, but also one that may have been the last built and boasts a fully unique, owner-commissioned design, with features that elegantly bridge the gap between 1930s elegance and 1950s streamlining. It also offers the advantages of a five-speed overdrive transmission, matching numbers, a wonderful story, and an excellent restoration. It is, quite simply, a singular car.

Please contact our exclusive automotive transportation partner, Reliable Carriers, for a shipping quote or any other information on the transport of this vehicle.

Alexander Weaver

+1 864 313 6844
California, United States

Alexander Weaver joined RM Sotheby’s in 2011 as a Car Specialist after graduating from Furman University in South Carolina. Born... read more

Augustin Sabatié-Garat

+44 (0) 74 1511 4179
United Kingdom

Augustin Sabatié-Garat joined RM Europe in 2012 as a Car Specialist after more than a decade in the collector car hobby. Gradua... read more

Barney Ruprecht

+1 203 912 7168
Ontario, Canada

Barney’s interest in classic cars began at an early age after being introduced to his father’s all-original 1965 Porsche 911. Barney l... read more

David Swig

+1 415 302 2247
California, United States

David Swig joined RM Sotheby’s West Coast division as a Car Specialist in May 2015. David is a life-long automobile enthusi... read more

Don Rose

+1 617 513 0388
United States

Don joined RM in 2006 after several years of professionally trading sports and classic cars, and after earning a reputation as a noted... read more

Donnie Gould

+1 954 566 2209
Florida, United States

Donnie Gould joined the RM team in 2002 as a partner and Car Specialist after more than two decades in the vintage automobile auction ... read more

Gord Duff

+1 519 352 4575
Ontario, Canada

Gord Duff began his journey with RM Sotheby’s in 1998. Since then, he has gained an intimate knowledge of a variety of marques a... read more

Jake Auerbach

+1 310 559 4575
California, United States

Jake Auerbach got his start in the automotive industry at an early age, spending his summers during high school working at a classic c... read more

Kurt Forry

+1 717 623 1638
California, United States

Having worked for Bonhams’ Automobilia department for over 10 years, Kurt Forry joined RM Sotheby’s with more than a decad... read more

Matt Malamut

+1 805 231 6410
California, United States

A long-time car enthusiast and Southern California native, Matt studied Automotive Technology at San Diego Miramar College and complet... read more

Michael Squire

+44 (0) 20 7851 7070
United Kingdom

Michael Squire joined RM Sotheby’s European Division in the summer of 2016. He comes to RM with a prestigious racing background ... read more

Mike Fairbairn

+1 519 352 4575
Ontario, Canada

As one of the three founding partners of RM Sotheby’s, Mike has a long-standing interest in the classic car industry. Graduating... read more

Oliver Camelin

+44 (0) 75 0110 7447
United Kingdom

With an extensive background in exotic sports car history and sales, a particular passion for American curves, and fluency in three la... read more

Paul Darvill

+44 (0) 20 7851 7070
United Kingdom

Paul Darvill joined the RM Sotheby’s European team at the beginning of 2015. Paul holds a degree in French and Politics from the... read more

Pete Fisher

+1 519 784 9300
Ontario, Canada

Pete Fisher was first introduced to antique cars in high school, working for Classic Coachworks in his hometown of Blenheim, Ontario. ... read more

Shelby Myers

+1 310 559 4575
California, United States

Shelby Myers grew up with the classic car industry infused into every aspect of his life. He had the unique opportunity to watch the R... read more

Tonnie Van der Velden

+31 653 84 19 60
United Kingdom

Tonnie Van der Velden joined RM Sotheby’s European division in September 2015 as a Car Specialist. A lifelong enthusiast, Tonnie... read more