Hi Doc. A 302w sump/pan will not fit around the 351w rear main cap sealing area.Apart from that any baffles etc may hit the larger counterweights and rods.If your real determined try this. Flip your 351w upside down,remove pan,spark plugs,oil pump/pickup,and rear main cap.Now set gt40 pan in place,note all holes line up bar two adjacent rear main. OK,now rotate crankshaft thru two revolutions,if nothing hits install bolts without gaskets ,tighten and rotate crankshaft as before, if still ok, remove pan,fit oil pump ,recheck pan fits. If all is still ok now all you have do to is fabricate a new pickup tube and cut the section around the rear main area from your 351 pan and very neatly tig weld it into the gt40 pan. About now you will probably start to think a 331/302 might be easier! regards jack