Ok so heres my progress so far. I used the carb kit from mikes, thank you very much for the info USMC!! I have redone the dist with parts from Memphis equip, new points, condenser, and the two capacitors. I replaced all the spark plugs with ac delco r45. I feel I am having a fuel issue. I initially replaced the old mech fuel pump with a electric 24 v run off a relay cross connected directly to the battery terminal so minimal amp drain on the system, but the engine runs about 15 minutes then dies, and yesterday I noticed when it dies the pump cant be heard running. I cycle the switch and it takes off again. So heres my plan, get another fuel pump. Does anyone know the ac delco or napa or any part number I can cross reference to get a oem style pump or do I need to just pay the 130 from Memphis?