Amelia Island

10-11 March 2017

A Gentleman's Collection: The Pride & Passion of Orin Smith

Previous Next

Lot 140

1938 Rolls-Royce Phantom III All-Weather Tourer by H.J. Mulliner

  • Chassis no. 3DL56
  • Engine no. H78W
  • Body no. 5149

Sold for $396,000


165 bhp, 7,340 cc OHV V-12 engine with dual ignition, separate four-speed manual gearbox, independent front suspension by coil springs, live rear axle with semi-elliptical leaf springs, and four-wheel servo-operated drum brakes. Wheelbase: 142 in.

  • Known ownership history since new; unique, beautiful coachwork
  • Multiple international Best in Class victories, including Pebble Beach and Villa d’Este
  • Spectacular restoration by marque specialists; a wonderful presence
  • The only Phantom III originally registered in Ireland
  • One of the finest examples of its type available


Phantom III chassis number 3DL56 was the only example of this model originally registered in Ireland. Its first owner was Dr. William Lombard Murphy, son and heir of famed Irish industrialist William Martin Murphy, himself a skilled physician, newspaper publisher, and part owner of a department store. Dr. Murphy took delivery of the car on 5 November 1938, and retained ownership of it until July of 1948, when he is understood to have traded it in on a newer model.

Second owner R.H. Gregory of London purchased the car soon thereafter, and finding the original Hooper limousine coachwork rather ungainly, commissioned H.J. Mulliner to build a new body with more modern styling. The result was the present all-weather cabriolet, number 5149, an exceptionally elegant design based upon the body Mulliner crafted for General Franco’s Phantom IV, with covered side-mounted spares, long flowing fenders, and partial “spats,” as well as a Hooper-style “turtle deck” rear. The new coachwork tripled the price paid by Mr. Gregory for the used Phantom III chassis, and it was a remarkable achievement in an era of post-war austerity measures!

Mr. Gregory retained the Phantom III for six years before himself “trading up,” to a new Bentley S1 Continental at the Jack Barclay salesroom in London. The car was subsequently sold by Jack Barclay on 6 May 1955, to its last British owner, Arthur Tolton, a well-known Rolls and Bentley enthusiast, who maintained it at his home on the Isle of Wight.

Longtime American Rolls-Royce connoisseur Frank G. Allen Jr., of Boston, purchased the car from Mr. Tolton on 13 January 1957 and imported it to the United States. It would remain in the Allen collection until 1980, then was sold to land developer Haig Yardumian. Still mostly original and unrestored, the car was kept by Mr. Yardumian for nearly a quarter of a century, then was sold in 2003 to its sixth owner, J.W. Millegan of Lake Oswego, Oregon.

Restoration of the car was begun in England by the renowned shop of P&A Wood, which prepared it for the Rolls-Royce Enthusiasts’ Club Annual Event and a tour of the English countryside in 2005. Afterward the car was shipped to the United States and won its class at the RROC Annual Meet, even before the restoration was completed! Work was then handed over to Bob Lorkowski of L’Cars in Cameron, Wisconsin, which completely dismantled and stripped the coachwork, properly made any necessary repairs, primed, and finished it in beautiful soft metallic pewter grey, believed to be the original color. The interior’s woodwork was refinished, the upholstery re-done in beautiful grey leather, and the soft top replaced. All hardware was disassembled and properly refinished, including new plating throughout. Further, the engine was completely rebuilt.

Mr. Millegan exhibited the car at the 2006 Pebble Beach Concours d’Elegance, winning Best in Class; at the 2007 Concorso d’Eleganza Villa d’Este, winning Most Sensitive Restoration as chosen by the jury, and receiving its FIVA A-3 designation; and the 2007 RREC Annual Meeting, where it won 1st in Class and the Phantom III Trophy. Soon thereafter it was passed into Orin Smith’s good care and has remained much-enjoyed within his collection ever since, including an Excellence in Class at Classic Sports Sunday at Mar-a-Lago in 2014.

The car is beautiful and attractive with either the top up or down, and its finishes throughout are well preserved and in fact still concours-worthy, including stunning paintwork and a tight, crisp interior. It is equipped with correct Lucas P100 headlamps, fender lamps, and center driving light, as well as additional rear fender lamps added for touring safety in the early post-war period, while the wheels are covered with body-color Ace discs. The interior, decorated in rame and beautiful flame walnut, sports capacious jump seats for up to three additional passengers, as well as a division glass that can serve as a windbreak with the top down, all as-original. The dual trumpet Lucas Twin-Tone Wind Tone horns are era-correct, as are the heater and the radio under the dashboard at the right of the steering column.

The engine compartment is tidy and correct, with most of the road tools stowed in brackets on the firewall and inner fender bracing; the balance, along with an impressive set of hand tools, are fitted in a tray under the front seat. An interesting feature are built-in hydraulic jacks, in both the front and rear, operated by a hand pump under the passenger side of the front seat.

An exceptional Phantom III and likely the finest example available today, this car is worthy of any distinguished collection and concours field.

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

aweaver@rmsothebys.com

+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

asabatie-garat@rmsothebys.com

+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

bruprecht@rmsothebys.com

+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

Cameron Smyth

csmyth@rmsothebys.com

+1 519 352 4575
Ontario, Canada

Cameron Smyth joined RM Sotheby’s as a Car Specialist in 2015, working out of our corporate office and providing assistance on c... read more

David Swig

dswig@rmsothebys.com

+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

drose@rmsothebys.com

+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

dgould@rmsothebys.com

+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

gduff@rmsothebys.com

+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

Ian Kelleher

ikelleher@rmsothebys.com

+1 310 559 4575
California, United States

Ian Kelleher began his automotive career immediately following his graduation from Oberlin College with a Bachelor of Arts in Politica... read more

Jake Auerbach

jauerbach@rmsothebys.com

+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

kforry@rmsothebys.com

+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

mmalamut@rmsothebys.com

+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

msquire@rmsothebys.com

+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

mfairbairn@rmsothebys.com

+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

ocamelin@rmsothebys.com

+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

pdarvill@rmsothebys.com

+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

pfisher@rmsothebys.com

+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

Peter Wallman

pwallman@rmsothebys.com

+44 (0) 20 7851 7070
United Kingdom

Peter Wallman joined RM Europe in 2007 following nearly two decades in the international advertising industry, where he was based out ... read more

Shelby Myers

smyers@rmsothebys.com

+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

tvandervelden@rmsothebys.com

+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