1938 Rolls-Royce Phantom III Four Light Cabriolet  Chassis no. 3 DL 94 Engine no. Q88N
Lot 551
1938 Rolls-Royce Phantom III Four Light Cabriolet
Chassis no. 3 DL 94 Engine no. Q88N
US$ 225,000 - 275,000
£130,000 - 160,000
Lot Details
1938 Rolls-Royce Phantom III Four Light Cabriolet
Coachwork by Freestone & Webb

Chassis no. 3 DL 94
Engine no. Q88N
Design no. 1971
Body no. 1317

7,338cc OHV aluminum V12 engine
165bhp at 3,000rpm
4-speed manual gearbox
Independent front suspension with coil springs, semi-elliptic springs rear
4-wheel-brakes servo assisted

*Unique coachwork
*Only center gearshift Phantom III built
*Two long term owners from new, in the present family since 1962

The Rolls-Royce Phantom III

'The most captious critic is obliged to admit that a Phantom III provides all that can be wished for in a large luxury motor-car. The comfort, silence and road-holding with really impressive acceleration and maximum speed made a combination of virtues which few cars of the time could equal.' - Anthony Bird, 'Rolls-Royce Motor Cars', 1964.

Perhaps the most outstanding luxury car of the 1930s - certainly to have been built in the United Kingdom - was the Rolls-Royce Phantom III. Introduced in 1936, the 7,340cc V12-engined Phantom III succeeded the Phantom II, the six-cylinder engine of which was considered to be at the end of its development life. The choice of a V12 configuration was a logical one for Rolls-Royce, the company already having had considerable experience of manufacturing V12 aero engines such as that used in the record-breaking Supermarine S6B seaplane. No doubt another consideration was the need to match the multi-cylinder opposition, notably the V16 Cadillac and V12 Hispano-Suiza.

A state-of-the-art design employing advanced materials and techniques such as 'skeleton' cylinder blocks with wet liners and aluminum alloy cylinder heads, the PIII V12 produced 165bhp in its debut form. The maximum output was subsequently raised to 180 brake horsepower, which was sufficient to propel later examples to 100mph, earlier models being capable of around 90. Its engine configuration aside, the Phantom III represents an important milestone in the history of Rolls-Royce cars, being the first with independent front suspension. A total of 727 had been manufactured when WW2 halted production, of which around 300 exist worldwide today.

By the late 1930s, coachbuilding design had evolved considerably from the 'Roaring Twenties' days, and there were far fewer open sporting bodies built at all on Rolls-Royce automobiles. Gone were the days of lavish spartan 'Torpedos' that were built on the first two series of Phantom chassis. The fashion was slightly more austere and inclined toward two door 'Drophead Coupes' which offered fully open or fully enclosed road conditions, and were more orientated to the owner-driver market. At the top end, luxury cars were still fully coachbuilt operations though, and the buyer of a Rolls-Royce was certainly in a position to decide precisely how their car would look and for what purpose it would be built, and a few of those clientele commissioned full 'all weather' bodies on the V12 Phantom III chassis. The numbers built were certainly modest at the time, and survivors such as this are even fewer.

The Motorcar Offered

Among its higher brow and rare brethren, this is by any standards a rare automobile. It was ordered new by K.L. Bilbrough of Chislehurst in Kent, in the U.K., a wealthy gentleman who was by then the Chairman of the shipping and marine insurance business his father had founded in 1862. The story goes that its unique creation reflected Mr. Bilbrough's previous penchant for driving Packard motorcars, but when he elected to change for the latest model, he discovered to his dismay that the new car would not fit in his garage! At this point, two domestic companies took over the mantel, Rolls-Royce and Freestone and Webb. Stipulating that the car must not exceed 17 feet, 7 inches, even with its bumpers fitted, the coachwork was designed. Other intriguing specifics were required, in order to match the central gear-change lever that he was used to in his Packard, the Rolls-Royce was built in this way also, it being the sole example of this model so equipped. White faced instruments were required with black numerals and bezels, and they were to be on a dash panel rather than in the standard cluster. No clock was fitted, nor a Spirit of Ecstasy hood ornament either. Further, he required that it be registered for the road with a license plate that he wouldn't forget, that number was 'FKN1', and when it was delivered to him it must have its odometer zeroed.

There were a number of slightly dated aspects to the order, such as the fitment of a bulb horn when electric horns were of course then the norm, and a four piece windshield which harked back to 1920s coachwork styles more than current traits.

Freestone and Webb's design drawings and photos taken in period by Chas. Bowers confirm that the car was very much completed as specified. In fact it must have made quite an impression as Autocar featured the finished Phantom in their magazine in July 1939.

It can also be safely assumed that Mr. Bilbrough was happy with his purchase as he would retain it for more than 23 years, in fact until his death in 1962, at the considerable age of 90. At this point the Rolls was sold by his estate, having covered a little under 34,000 miles in its lifetime.

The current owner's father was the purchaser, choosing to bring the car to his home in Missouri, where it would remain until his passing in 2007, a lengthy 45 years of custodianship. To that milestone, the car has been retained by his son ever since, for a cumulative ownership of 52 years within the same family.

This unique Phantom III must have had one of the simplest lives of any of these cars and for the most part remains highly original in detail and true to the form in which it was delivered new, save for a repaint to its fenders and re-upholstery of its seating areas, but never receiving a full restoration.

Its mileage remains extremely low, particularly for these motors, at only 34,640 miles. In more recent times it has been sympathetically maintained by the very capable local Pennsylvania expert Tim Jayne, of West Chester. Viewed recently by a Bonhams specialist with Mr. Jayne, he reported it to be running well and consistent with the mileage reading.

Opportunities to acquire unique, special bodied Rolls-Royce rarely present themselves, let alone open cars, or Phantom IIIs. With all of these desirable characteristics, the Bilbrough Phantom is a highly interesting car.

Saleroom notices

  • Please note that, due to PA law this title will need to be processed through the PA Department of Transportation and therefore may require up to 14 days for receipt.
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