Recently installed a new 1998 GM crate 5.7 L vortec engine in boat. Old 1997 5.7 L had 2 barrel, 12 bolt manifold(non vortec) so I went with edelbrock air gap manifold with a 600cfm edelbrock marine carb. Replaced oil pan with marine one(1 quart more capacity than stock). Pulled stock hydraulic roller cam and lifters and replaced with old marine hyd. roller cam and lifters-had to machine vortec heads for the increased lift to allow for new comp cam springs and also for clearance between top of valve guide and inside of retainer.Installed motor without alignment as the motor mount adjusters were not moved and the two rear supports only bolt in one way(1997 alpha 1 mercruiser)?<br /><br />Proceeded with breakin procedure, after 5 hours and on the 3000 rpm and occasionally rampup to 4000 for a few minutes or less I noticed a ticking/tapping noise coming from what appears to be back of compartment just behind engine. Noise increases with RPM(not louder just in sync with engine speed). Tryed a wooden dowel to locate noise but does not seem to be coming from either the side or bottom of engine. Pulled covers and adjusted valves anyways(appeared to be normal). Took boat out and noise was still there-noise dissapears when rpm is left at idle or slightly above ie.1200 RPM and under load,in gear. Not sure whats up. Next day took mechanic out for ride 1.5 hours cruising(breakin) and no noise what so ever? Next day noticed that I had timing at 8 deg ATDC rather then BTDC, adjusted and made one adjustment on carb linkage. Boat goes like a rocket compared to old 2 barrel non vortec- but noise was back again. Noise almost appears to dissapear at higher RPMS but hard to tell as engine compartment is off. Does not appear to have any effect when steering side to side or trimming up. Any ideas would be appreciated. Sorry to go on about the engine but after attending these forums when deciding to use a crate-non marine engine I found quite a bit of controversy and decided to post on progress of this conversion.<br /><br />Kingrich