Mercedes-Benz 540K with a Split Personality

Scott Grundfor
When they first see it – and they’ll be more likely to see it on the road than on the show field, with the owner reveling in the breeze across the open car – even those well-versed in prewar ...

Mercedes-Benz 540K

with a Split Personality

Article and Photography by Scott Grundfor

When they first see it – and they’ll be more likely to see it on the road than on the show field, with the owner reveling in the breeze across the open car – even those well-versed in prewar Mercedes-Benz automobiles are a little puzzled by this model.

With the prominent radiator, and sweeping chrome tailpipes nestled in the curve of the long front fender, it’s obviously a 540K. And in the two-door, open two-seat form, it’s definitely a Cabriolet A. But where’s the prominent pile of soft-top cloth and chrome landau bars that should be stacked above the tonneau area? Could this be some obscure special built in Sindelfingen for the wishes of a stylish boulevardier?

To understand this elegant one-off, you must first understand a little about its owner.

A passion for cars

I first met Ray Scherr in 2005 when he asked me to sort out some problems with his 1971 280SE 3.5 Cabriolet. I soon learned that, like many who grew up in the 1950s and 1960s, he is passionate about cars. He describes his background: “I bought my first car at 17, a 1957 Chevy Bel Air four-door with 6-cylinders and an automatic transmission. My father’s advice on that one was, ‘You are going to be sorry.’

“Over the next few months, I tore the engine and tranny out and installed a Chevy V-8 with a 4-speed Hurst floor shifter. I loved that car, but the first time I brought it home, the engine caught fire and the car burned to the ground right in front of our house. Dad’s only comment was, ‘I told you so.’ However, in 1973 I got serious and went to work. Business and family were pretty much my life until I retired in 1996.” Since then, Ray has put together a significant collection of cars, artwork, and memorabilia. The 1937 540K was his first purchase of a car with historical significance.

After working on his 280SE, Ray invited me down to his garage to take a look at the 540K. Ray’s vintage cars are housed in a nondescript business park in Westlake Village, California. The building gives no clue as to what is inside. The list includes a 1937 Alfa Romeo 2.9 Spider he bought from Ralph Lauren and a 1937 Type 57SC Bugatti Atalante Coupe. Walking into his showroom is like entering a candy store. Ray likes color, and the rainbow that greets you is nearly overwhelming. His light-green Gullwing is nicknamed “Kermit.” His Nash-Healey Roadster actually belonged to Superman – at least Clark Kent drove it in the 1950s TV classic.

Seeing the collection, you quickly come to understand that while Ray is passionate about all kinds of cars, he absolutely loves convertibles. Out of the 50 collector cars he owns, only a couple, including his 1955 Gullwing, are not drop-tops. You can safely bet that if he is driving one of his cars, the top will be down

“I love this car, but I hate to drive it”

When Ray showed me the car, the first thing he said was, “I love this car, but I hate to drive it.” He was having some minor mechanical issues with it. The greater problem, as far as Ray was concerned, was that he didn’t like driving the car. With the top down, it looked a little like an antique baby buggy. It was not very sporting, and the furled top made it virtually impossible to see behind the car. What to do?

After thinking about it for a few weeks, I suggested the unthinkable. How about if we changed the look and removed the top?

“Are you crazy?” Ray responded. “We are talking about a multimillion-dollar piece of automotive art. Originality is everything. This is not a custom car or street rod!”

“Okay, let me finish,” I said. “I have an idea. What if this is possible without changing the body in any way? I’m thinking about a conversion that will be completely reversible whenever you want. We’ll remove the cabriolet top and cover the rear compartment with a tonneau cover. To spiff up the rear end, we’ll eliminate one of the two spare tires and cover the remaining one with a fitted metal cover.”

For inspiration, I made use of Jan Melin’s superb 540K book, “The Supercharged 8-Cylinder Cars of the 1930s.” It contains photos of every conceivable design regarding the 500s and 540Ks. One photo was of a 1937 540K Special Cabriolet A. It had the sleek spare-tire cover. Another photo of a 1938 540K Offener Tourenwagen featured an elegant convertible boot treatment.

I made some drawings of the concept. Not only was the idea workable, but the conversion looked beautiful and it could be easily returned to original. The soft top and frame could be off and back on, returning the car to original, in about a day.

After settling on a look, we began to duplicate the design on the car using cardboard over a wooden framework. This gave us a three-dimensional view of how it would actually look and provided cardboard patterns to use in making the parts. Correct shapes and contours were essential. The new panels had to flow with the complex shapes of the rear body.

In addition, mechanisms had to be fabricated to locate and lock the covers in place without modification to the body. Extensions of the moldings on the body were fabricated out of solid brass and fitted to match up with the adjoining panels. An aluminum panel was made to cover the open area behind the seats and provide a shape and solid base for the canvas tonneau cover. The tonneau has locating brackets that bolt to the inner structure of the rear compartment.


Why not show the car at Pebble?

About halfway through the conversion project, Ray discovered that his 1938 Bugatti, undergoing restoration at another shop, would not be ready in time for the 2008 Pebble Beach Concours d’Elegance, for which Ray had already been accepted. A little more than eight months before the event, we decide to restore the 540K – in its original cabriolet form, of course – for the show.

The car had been renovated in the 1990s in Germany. The cosmetics were OK, but not up to Pebble Beach standards. Everything had to be redone, including a complete color change inside and out. Ray chose black paint with black interior trim. As anyone who has ever owned one knows, black is one of the most difficult colors to do. The body contours and fits have to be near perfection or the tiniest flaw shows up.

I had not done what I considered a “show car” for many years. Show cars are special in that there is an element of suffering that goes into their restoration. It is not just a matter of having the skill and putting in the time. You have to reach deep when perfection is the judging standard. Nothing will ever be truly perfect, but striving for it can make you a bit crazy.

We were on the first shakedown drive to begin sorting out any mechanical issues. Mike Inase, who handled the mechanics, suggested I test the acceleration. OK. I downshifted into third and put my foot into it. “Hold on,” Mike said. “Push the pedal all the way to the floor to get the supercharger working.” I thought that was what I just did. Take two: back into third, only this time I put it on the floor. Oh, my God, this thing really takes off. Five-thousand pounds accelerating past the grapevines at 80 mph. Now I understand the meaning of those overused words “luxury and sport.”

The Mercedes was finished in time and shown at the 2008 Pebble Beach Concours d’Elegance. It was given 99.5 out of a possible 100 points, which was good for a trophy in its class. Equally flattering, it won the coveted Road & Track Trophy. The next and final show of the year was the Avila Beach Concours d’Elegance, at which it received the trophy for best of show.

Having satisfied his desire to have the car favorably compared with the best of the best in its original form, Ray has since returned to doing what he likes best. On a nice sunny day, he delights in removing the cabriolet top and driving the car with the unusual and elegant custom rear-end treatment in the manner he believes it was intended, open to the scenery and smells of the Southern California countryside.

And that’s how, out of a casually expressed preference for a more drivable body style, and a problem with an entry in a car show, this distinctive piece of drivable art was created – a major show-winner one day, and a very fast one-off boulevard cruiser the next.