[Jrainman]

There are a lot of things you will need to order mI have done this swap but with a L31 HD version not the L31 that has been posted , yes Melonized gear you will need no issues with your HEI distibutor, yes on the plug for the timing cover ,you will need a intake gasket but get the felpro kit that comes with new valve cover gaskets you will have to remove at least one valve cover to bolt your intake on ,so get rid of the stock cork valve covers and replace them with the upgraded felpro , I would weigh the cost between keepin the V belt or going to a junk yard and pulling a complete serp belt system off a vortec, It was cheeper for me to go the junk yard and pull it all ,including alt,PS pump, AC comp, and fan clutch and just clean paint and bolt it rite up, with no alignment issues trying to use the old v belt system , long water pump or short depending on V or serp, you will need oil filter housing , and yes a Flex plate with new flex plate bolts , also oil dip stick and valve cover breather orings and pvc valve, breather cap , and also exhaust manifold gaskets , T/stat hoses for the water pump rad, heat and bypass , I am sure I am forgetting stuff but just trying to give you a picture of all the little goodies you will need for the L31