In the late 1920s and throughout the 1930s, luxury automobile manufacturers became embroiled in a multi-cylinder engine war. Twelve and sixteen cylinders started to become the benchmark for high-end vehicles. Packard, Lincoln, Pierce Arrow, and especially Cadillac were the leaders of this so-called war in America, while overseas companies such as Maybach and Hispano-Suiza jumped on board with the idea. Rolls-Royce was left behind, with only the six-cylinder Phantom I and II representing Henry Royce's ultimate luxury cars. Royce started designing an all-new V12 engine and chassis in the early 1930s, but passed away in 1933 before he could see the completion of his work. In 1934 the Phantom III was completed. Dubbed "Spectre", the Phantom III had an obligatory V12 engine with dual ignition displacing 7,340 cc, coupled to a four-speed gearbox. Horsepower was not released, but the 51 RAC rated horsepower engine was speculated to have between 170 to 200. Independent front suspension, a first for Rolls-Royce, was fitted to the chassis along with hydraulically adjustable shock absorbers and an on-board jacking system. The combination of engine and chassis weighed in at 4,050 pounds, and equipped with coachwork could be propelled to speeds of 90 to 100 miles per hour. Priced at 1,850 British Pounds (roughly $10,000), just 719 chassis were produced throughout 1939.

This particular chassis, 3DL120, was completed and delivered to the coachbuilder Hooper in October of 1938. Hooper built a wonderful sedanca de ville for the chassis that would be used by Rolls-Royce at their display for the 1939 Brussels, Amsterdam, and Geneva Motor shows, gathering many accolades. It then was displayed at the 1939 World's Fair in New York, but not before returning to London to be fitted with gauges and lights suitable for the American market. Inskip of New York took delivery of the car, and after the World's Fair sold it to Mr. Oscar Greenwald of Milwaukee, Wisconsin in November of 1939. Mr. Greenwald passed away in 1941, leaving the Phantom III with his widow.

Mr. Louis Ritter of New York City was in need of a new chassis to be the basis of his next show car, but no bare chassis were available during wartime. He was forced to purchase a completed car solely for the chassis. He acquired the car from Mrs. Greenwald in 1942, and 3DL120 started a new, completely different chapter in its history. Ritter was a flamboyant person who seemed to subscribe to the 'flavor of the month" in all aspects of his life, be it businesses, wives, or cars. He was most famous as founding Ritter Brothers, the famous NYC furrier. He retired from that business in 1944, and shifted into real estate, buying and selling hotels. At one point in his life, Ritter had interests in the Weylin, Paramount, and La Guardia hotels, the latter he built at the airport of the same name. He also purchased the entire south end of Key Biscayne, Florida, and sold it off sometime later. He had been married to several women, including the actress Carroll Baker.

Louis Ritter's affection for automobiles was no exception. Ritter enjoyed outrageous, custom-built cars that were to compete in the Paris Salons. Roger Barlow once wrote in his Autoweek Escape Road column detailing Ritter's escapades with a pair of Saoutchik bodied cars, namely a Cadillac and a Talbot-Lago. It seemed that once a car was completed he would tire of his new possessions, and sell them off within a month or so.

3DL120 had become Ritter's latest purchases, but the Hooper body was not extravagant enough for him. The Hooper body was removed, and the chassis was shipped off to Paris and delivered to the carrossier of Henri Labourdette. Labourdette was most famous for building skiff bodies for automobiles, and had a reputation for pushing designs to the extreme. Caution was thrown to the wind with a new execution, obliterating everything that would identify it as a Rolls-Royce. Labourdette had experimented with aerodynamics using Delages and other cars, and what would be his last creation, developed a swooping open body for the chassis at a cost of $44,000! The traditional Rolls-Royce radiator was cloaked behind a new streamlined grille, which complemented the enormous aerodynamic front fenders housing hidden headlights. The design carried to the rear, culminating into Labourdette's signature skiff or boat-tail design. One of the cars most famous features, however, is the 'Vutotal' windscreen. Invented by Joseph Vigroux and patented together with Labourdette, the system afforded a completely unobstructed view without any form of support other than the thick piece of glass itself. Chrome was used sparingly, with Labourdette opting to use gold-plating and large spears of brass, most of which were leaded into the body itself. The only items to distinguish the car as a Rolls-Royce was the instrument cluster and a pair of custom Rolls-Royce cloisonné inset into the doors. The car was completed in 1947, shown at the Paris Concours, and then delivered to Ritter in NYC. It is rumored that Ritter threw a huge party at the Waldorf-Astoria Hotel, complete with 80 chorus girls, in honor of his newest acquisition!

In typical Ritter fashion, the car was listed for sale by October of 1948. The advertisement in the New York Times had a price of $20,000, and the car had only gone a total of 8,000 miles. Louis Ritter passed away in 1959 at the age of 59 while vacationing in France.

Dr. Samuel Scher, a New York plastic surgeon, purchased the car. It changed hands a couple of more times, including a drug dealer who ended up in a Cuban prison. It was displayed in Chrysler dealer's showroom (complete with its own guard) in New Castle, Pennsylvania, and at one point was for sale at a car lot in Cleveland, Ohio. In 1957 3DL120 was to be auctioned off in Clarion, Pennsylvania, at which time Girard, Ohio resident Emil Bayowski bought the car for $3,100. He repainted the car in a maroon and white scheme, and showed and toured with it at a number of CCCA events. Mr. Bayowski lost the car in a court ordered divorce settlement in 1973, selling it to Tom Barrett. Barrett, asking $65,000, in turn sold it to Sam Schwartz of New York. 1977 saw another new ownership by Mr. S. Mars, possibly of the candy empire, and later with Tom Barrett selling it again, this time to Russell Head of Burlingame, California. It was during his ownership that the car was featured both in Automobile Quarterly and a French enthusiast magazine. Herb Boyer in San Francisco was the next owner, restoring the car in red. He showed the car at Pebble Beach in 1984, winning First in Class, and Dennis Adler wrote an article about the car for Car Collector magazine in 1986. The car was sold to Richard Gorman of Vantage Motorworks in Miami, Florida in 1995. Mr. Gorman had the car listed for sale with a price of $650,000, and Dennis Adler's article was republished in August 1995 edition of the Robb Report. Don Williams of the Blackhawk Collection owned the car for a number of years, later advertising it for sale. In the winter of 2005 John W. Rich of Pottsville, Pennsylvania purchased the car for his extensive collection.