Lot 58

2014   |   Amelia Island Auction 2014

1933 Rolls-Royce Phantom II Henley Roadster

Coachwork by Brewster & Co.

SOLD $1,430,000


$1,250,000 - $1,750,000


291 AJS


A95J Body No. B7397

Car Highlights

One of the All-Time Great Rolls-Royce
Exceptionally Sporting Brewster Coachwork
One of Only Eight Henley Roadsters Built
Genuine Example with Original Chassis, Engine, and Coachwork
Displayed at the Henry Ford Museum for Decades
Restored by Stone Barn Restorations of Vienna, New Jersey
Displayed at the 2003 Pebble Beach Concours d’Elegance
Best in Class at the 2005 Amelia Island Concours d’Elegance
A Very Rare and Important Example of the Marque

Technical Specs

7,668 CC OHV Inline 6-Cylinder Engine
Single Updraft Carburetor
130 BHP at 3,000 RPM
4-Speed Synchromesh Manual Gearbox
4-Wheel Servo-Assisted Drum Brakes
Front and Rear Suspension by Solid Axles and Semi-Elliptical Leaf Springs
Register to Bid

A World Auction Record for a 1933 Rolls-Royce Phantom II Henley RoadsterFormerly the Property of Rick Carroll

This Car

The history of this exceptional Rolls-Royce dates back to 1933, when a Derby-built Phantom II chassis, 291 AJS, was shipped to New York aboard the SS Antonia. Upon its arrival in the US, the Rolls-Royce chassis was sent to Brewster & Co., where it was fitted with Henley Roadster coachwork and prepared for delivery.

As recorded in John Webb de Campi’s definitive book Rolls-Royce in America, 291 AJS was originally delivered on August 20, 1933, to Ernest Leroy King of Winona, Minnesota, then owner of the Watkins Medical Products Company.

A man of great means, Mr. King owned two other Brewster-bodied Rolls-Royce – a Phantom I Warwick Town Car and a Phantom II Sport Sedan – and was a great patron of Chicago-based Prairie School architect George Maher, commissioning him to design a company headquarters, a bank, and a sprawling 28-room mansion.

Early on, presumably while in the care of its first owner, the Henley Roadster was fitted with skirts on the front fenders and more modern headlamps, consistent with the latest styling trends of the day. After Mr. King passed away in 1949, 291 AJS eventually joined the Henry Ford Museum collection in Dearborn, Michigan.

According to several sources, the Henley Roadster remained a fixture at the Henry Ford Museum for approximately 25 years before being sold to famed collector Rick Carroll of Palm Beach, Florida. At its height, Mr. Carroll’s stable included many exceptional prewar Rolls-Royce automobiles, including several early parallel- bonnet Silver Ghosts, a Piccadilly Roadster, and a Phantom I Derby Speedster.

Under Mr. Carroll’s ownership, the Henley Roadster was restored to a high standard and then selectively displayed at several concours events, earning a First Prize at a 1983 CCCA Grand Classic.

Following Mr. Carroll’s death, his collection was dispersed through a stand-alone auction in May 1990. At this time, the Imperial Palace of Las Vegas acquired the Henley Roadster, and it remained a prominent display in the collection for almost a decade. From there, the Rolls-Royce passed to noted collector Mark Smith, who has, over the years, owned half of the Henley Roadsters ever built.

In August 2002, after a brief period in his ownership, Mr. Smith sold the Henley Roadster to the current caretaker, a well-known Southern California collector with a passion for the finest antique and classic automobiles.

Shortly after acquiring 291 AJS, the current owner commissioned respected classic car specialists Stone Barn Restorations of Vienna, New Jersey, to complete a comprehensive cosmetic restoration. During this time, the chassis and Brewster coachwork were refinished to concours-quality standards and the upholstery was entrusted to the Sharp Brothers of Ohio, renowned for their high-quality work and exacting attention to detail.

In August 2003, the freshly restored Henley Roadster made its debut at the prestigious Pebble Beach Concours d’Elegance. From there, 291 AJS went on to capture First in Class at the 2005 Amelia Island Concours d’Elegance and the 2007 Palos Verdes Concours d’Elegance.

Carefully maintained and rarely shown since, the Henley Roadster remains in outstanding condition throughout and is poised for success in future concours outings.

The mirror-like black paintwork, elegant wheel discs, and contrasting beltline appear quite striking on the Henley’s sporting lines, and the interior is tastefully finished in cognac leather, highlighted by rich wood veneers and exquisite instruments. In all respects, this Rolls-Royce is an impressive sight to behold and represents the very embodiment of classic elegance.

Of the eight Henley Roadsters originally built, 291 AJS is among the finest surviving examples – a genuine, well-documented, and beautifully restored Rolls-Royce. As one of the most rare and attractive of all the Brewster-bodied Phantoms, a Henley is an essential component of any serious classic car collection and a contender for top honors at the finest international concours and leading marque gatherings.

Having known this outstanding motorcar for many years and having admired its exceptional qualities, Gooding & Company recommends serious consideration of this magnificent Brewster-bodied Phantom II – it is truly a car fit for the connoisseur.

The Henley Roadster

By 1931, when the Derby factory produced their first series of left-hand-drive chassis, Rolls-Royce of America and its close associate, Brewster, were nearing the brink of extinction. The flush business of the 1920s abruptly slipped away as customers were increasingly hesitant to part with the small fortune that a new Brewster- bodied Phantom commanded.

While 200 of the new AMS and AJS series Phantom IIs were initially planned, only 125 were dispatched over a three-year period. Orders were few and far between.

Even during the depths of the Depression, Brewster maintained its unwavering standards of excellence and fashioned some of the most attractive bodies of the firm’s fabled history. Among the various enigmatically named styles there was one particularly brilliant standout, the Henley, a roadster of exquisite beauty.

What the Piccadilly was to the Springfield Ghost and the York to the Phantom I, the Henley was to the Phantom II – a handsome open two-seater that struck a perfect balance between the traditional Rolls-Royce demeanor and a distinctly American flair. One of the last open roadsters of the period, it had a style and grace that belied its generous scale. Its magnificent raked and V’d windshield gave the car a streamlined look, which carried through to the gracefully tapered tail.

Perhaps the most striking aspect of the design, however, is the way the belt molding narrowed under the cockpit, enhancing the body’s long and sleek lines.

The Henley made its first public appearance at the exclusive New York Auto Show of 1931, where its faultless appearance attracted much comment, as did its staggering $21,500 asking price. In fact, the Henley was the second most expensive car on display, eclipsed only by another Brewster-bodied Phantom.

In all, just eight Henley roadsters and a single, one-off Henley coupe were built on the Phantom II chassis. The outrageously expensive and impractical Rolls-Royce found the expected crowd of buyers, including moneyed individuals such as A.G. Vanderbilt, Doris Benz, S.M. Swenson, and famed New York playboy Tommy Manville.

The Henley is a landmark example of the American-bodied Rolls-Royce and a stirring reminder of this extraordinary breed of motorcars.