Okay, thanks to all for the previous replies. Where we are now: I adjusted all 8 wheel cylinders again paying special attention to get the slight grabby feel that signals the adjustment is correct. I checked to make sure that the master cylinder is the same bore size as the one it replaced- and re-bled it. I also re-bled the entire system making sure that there was no air leaking around the bleeders. Checked for leaks. Still no improvement. Pedal is dead on the first application, maybe slight pressure build on the second and hard pedal on the third or fourth application. Okay, now what do you think of this..... I decided to separate the front and rear brake systems so I clamped off the rubber line that supplies the rear brakes. I then tried the brake pedal and voila! I have a firm pedal so..... the question is; I obviously have air in the rear correct? and how in the hell do I get it out? I checked the wheel cylinders, they do not appear to be "burp-able". So do I force fluid from the rear back to the M/C reservoir? How? Help!