Well here is the answer! It was the wrong intake gaskets even though they were very close, close didn't work. There was several areas where the gasket didn't cover the ports on the head only missing by 1/16" but obviously that was enough to create the situation. What's interesting is there is only one gasket set that fits 292 & 312 from 55-62 so I have no idea what these were for other than maybe just cheap gaskets. Thanks to all for your responses!