Wow, sounds like two problems. Your trans being smoked came to mind first. If its rolling in gear.
Any smells when it happened? Burn't clutch? Oil? ETC? Smoke from tailpipe?
If you engine is turning over but wont catch, check what Jeff said.
Best rebuild kit for a 289 is putting a 302 in it. Put the 289 up if you want to ever sell your car. That is, if the 289 came in the car. But honestly Id just go with a 302, lotsa parts availible.
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