Car dies at high rpms

I've got an 87 302 motor in my 66 with a holley 650 carb that's got it's stock jets in it. When I'm in 3rd gear and at around 3500 rpms, the car will start to die and stall unless I get off the gas. The car has been getting real hot, and I over heated 2 times. I have a new thermostat to put in, but I'm not sure that's the issue. Also, when I get on the gas from a stand still, I can't spin the wheels. However, I can spin them when it switches into 2nd and even 3rd sometimes. Any advice would be great. Thanks!
 
You may need more fuel supply. Or your timing may advanced too far. What does the fuel system consist of ? Is there a filter in the system? What is the timing set at ? What ignition system ? The problem can be either fuel or ignition here.
 
it sounds like you are running out of fuel in third gear. if you are still running the stock 5/16" fuel line, that is going to be your problem. you should be running 3/8" line from tank to carb, including the pick up in the tank.