We decided not the get the car.
My mechanic checked it out, said it would take 3-4k to get it nice again. Lots of rust we didn't see, inner fender was so rusty, it took one tap of a screwdriver to knock all the rust off. Trunk is shot, floor is an in-lay or something like that, and the original floor is all rusted out, as well as the trunk which is shot. Brakes are shot as well, sounded like a great deal, but things don't always work out. We have 5 other classics that need attention, like my 67 122, which still needs a trans rebuild. Basically, too many projects, not enough money.
But thanks alot guys for helping me along the way with this thing!