Hey guys thanks for the responses so far. I am running new Firecore wires, and brand new autolite 85 plugs gap set right. The exhaust is almost straight through with classic chambered mufflers. The distributor however is a stock points type that is a couple years old that did run fine on the old motor. I have a low deck distributor with a pertronix kit in it on the shelf, I might switch that out and see what happens. The motor sounds like it's revving fine and everything, but when your in the car and revving it, you look at the tach and as soon as it hits 4,000 it just doesn't seem to want to go over that at all. No sputtering,maybe some popping noises.