Thanks for all the input. I'm starting to feel better about my old 305 now. Maybe I will keep it (actually my wallet told me that). After looking at the links you all provided I think I will do the following: Get an Eldebrock Performer dual plane intake with a 500cfm carb, upgrade the distributor and coil, keep the old school look of the rams head exhaust manifold by keeping the originals or going with the Dorman. I may consider a cam for low end torque, but that would require outside help i.e. a real mechanic. Later on I can go with the Vortec heads since I won't have to pull the engine for that. If I can wrangle a NV4500 in there with its low first gear I should have a pretty nice 4x4 setup. Thanks you all rock! Michael