I got a 396 that was running fine yesterday and now it wont run ever since i ran out of gas. It smokes a lot and sounds funny, i know it could be flooded but its been sitting for a couple hours and i cannot figure out what the deal is, if i let off the gas, it dies right away

Check plugs if need cleaning,replace fuel filter.

What type of carb you running?
Does it have an electric choke?....could be disconnected.....which would explain the dying right away.

Check the carb, ie floats. Had the same problem before and it was the carb.

If not, I agree with elco 68. The plugs could be bad, giving you part of your cylinders, causing the noise and smoke.

Hope this little bit helps,
Franchise

How much "wear and tear" has this engine seen? Did you do any high performance runs on the engine the day before it stopped running?

I agree that fuel filters may be clogged. In some quadrajets there's a stone or paper element right inside the carb where the gasline comes into the carb. If that's the case, replace it in addition to any other fuel filter you have. It may be time to rebuild the carb if you got some junk into the carb. Try unscrewing the jets and taking them out then spraying carb cleaner with a long thin plastic tube into the holes. This sometimes will clean out that small section of the carb that determines the fuel to air mixture.

That choke problem is also a good possibility.

However, I once had a similar situation happen after a hard night of high performance runs on a well worn engine. The car ran fine all the way home. It would not start and run again though the next morning. It turns out the timing chain had jumped a tooth.

As a last resort...IF the engine is well worn, you may be in for a new timing chain & gears....at minimum.

the engine is nearly new and it has a the holley carb, i think it might be the floats but i have to check tomorrow

My Dad had something similar to that happen on his '69 Camaro after running out of gas. After going through everything he could think of, we removed the gas tank and sending unit and found the filter/screen to be mostly clogged. I guess it was trying to suck all of the loose rust/material off of the bottom of the tank when it ran out of gas and that debris just stayed stuck to the filter. After replacing the sending unit (might as well since it's all apart anyway) and cleaning out the inside of the tank, it ran like a champ.

I agree with NVMYMalibu, you may have sucked something into the carb, gas filter or gas line that is now stuck there restricting fuel flow. Remove the gas line from the carb, turn it over a few times to see if gas is getting there. If not - work your way back to the gas tank, if so something has plugged up the carb...

Check the float level...running out of gas you probably picked up a piece of trash in the needle/seat.