i dont really know anything about the 385 series of big blocks you might wanna try posting this in the 429, 460 section of this forum. if your looking for a good sounding motor that will run on cheap gas then just do a basic rebuild, hone or bore(if needed) new rings new bearings have you heads rebuilt (you need hardened valve seats for unleaded gas) put in a cam and an intake as well as headers. just get a small cam...nothing crazy you should be ok then. im sure some of the guys in the 460 429 section can help you out more i have never really looked for parts for a 385 series but i do know that they are easier to come by and pretty cheap