ok thanks guys. I've had a 350 in this car around 15 years now and I can't tell you the times I've said "it's a 350" and the next thing you know there's nobody standing there to talk to. This car is done and I've got other cars I'm trying to build so a complete under hood makeover isn't really my intention here, I'd like to replace the engine with another small block other than a 350. A 327 might be nice but probably too small for my sportsman II heads, 383 is just a 350 on steroids and is starting to be as common as the 350 even though I am leaning a little in that direction. And, I'm having a hard time putting my hands on a 400, which will probably run hot anyway, LOL. So I don't know what I'm going to do at this point. Thanks guys.