Carguy, Thanks for the link. That sure looks like it would be a pretty cool winter project. I have never liked the idea of not really understanding what was controlling my fuel system. I really think that being able to know exactly what was telling my fuel system what to do would be great and being able to modify it would be even better. I think I have a pretty good handle on what is going to required for the L28 into the 240 on the fuel side. What is going to have to be swapped on the ignition side? My thoughts are 1. the dizzy will have to come over with the L28 2. the alternator will come over too (don't know if its reqd, but its new) 3. the coil should come over (I think) I think that should be it. From what I understand the crank pickup is located in the dizzy, the fuel system needs to tie into the coil, and I should be taken care of. Can anyone think of what else is going to be req'd to swap over? thanks -frozen