thanks guys for the suggestions. the cam gear is centered in the distributor hole, the distributor spins good, and doesn't look bent. i think the oil pump is a stock one from napa. the casting # on the block say the engine is a 63-67. the timing gear is brass, or bronze, and i heated it when i put it on (had an aluminum one come off in the past)and no the cam isn't stock it's a clifford 264, i e-mailed them to see if they had any ideas. i'll let you know if they say anything different, or if i find out what went wrong. thanks again. i'm already going through "i can't drive my car" withdrawls. matt