Okay, its a fresh rebuilt 305. was running perfect, just worn. I decided to install a cam and intake. Cam is small enough to work on the stock program. I've run my tune on it and it runs better. On either tune it doesn't like anything more than 3k rpm.
On wot 1st gear can go to 4k, 2nd to 3.5k, 3rd to 2.5-3k.
If I push 3rd to 4k- it feels like your in a rocking chair. It pulls, lets off, pulls, lets off, etc.

What's in the car before(running well)-
305cu in
61# injectors
shorty headers
160 deg thermostat
tpi fuel pump
18-19 psi fuel pressure
my tune

After -
Cam adv254/264 @.050 206/212 lift .477/471
torker 2 intake
new fuel filter
msd distributor
msd tbi coil
open element air cleaner

I get 100-200 more rpm if the car is warmed up to 180 deg. I tried 200 deg and it got worse.