Thanks for the input. New brakes all around (front disc conversion) so they are not dragging. Timing is on. I think its running rich but the plugs dont back that up. I purposely drove carefully after the last fill up and got 9 mpg. I am going to try and lean it out, hover edlebrock told me that this carb out of the box is fine? As for idleing with the 350 it idles great. As a side note my buddy with the same basic set up in his 63 pickup is getting 16 on the highway.