Got her runnin!!!...... when i went out this morning i felt around and at the bottom of the fuel filter was wet. so i put a filter on (new one) that i had on when the trouble started. bled the 12mm side of the filter after priming and after a few cranks she fired up. kinda like looking in the same place for your keys that u already looked and they were there...
conclusion....feed line from the motor to the tank was bad causing initial problem making me think it was the new filter. when i put the old filter back on it had a leak at the bottom.

I bet you wont do that twice. Glad you have it fixed.

I use to have a friend do all the work on my truck...I would fix his computer and he would fix my truck. This forum has been the best tool for learning and I thank all those who are here and share knowledge...hopefully someday I will be able to help someone else with what i learn here.
thanks to all!