The first A.F was created in 1969 by Alexander (Sandy) Fraser though it was not until a few years later that he formed A.F. Cars. Working for Antique Automobiles, Fraser created the first AF prototype in his kitchen. The idea was that the car would have the character of the Morgan 3-wheeler but would practical enough for everyday use and complete 20,000 miles a year with ease. Having experience of the Mini Cooper, the A.F was based around a B.M.C Mini front sub frame, engine unit and running gear.  Apart from a fabricated mounting for the rear trailing arm, the the rest of the car  was made out of wood with a hardwood frame, finished with aluminium panels and mahogany faced marine ply board. The prototype was fitted with a 1275cc engine that was left exposed and a Shorrocks supercharger.  It had a 22 gallon alloy fuel tank, tow bar and was generously equipped with dashboard instruments.  Despite the cars excellent handling and speed, at the time, it was too heavy to be classed as tricycle in the U.K tricycle taxation class.

The production model of the A.F. Spider, as it now became known, was then created but was different in a number of ways in a bid to cut down on weight and get it into the tricycle taxation class.  The 22 gallon tank was replaced by a 9 gallon tank, the dashboard had less instruments and fibreglass panels were used in place of aluminium and the vehicle had lower wings and smaller running boards.