BudMan, I can manage to get the lights 3 inches off the tops and still maintain a temp of 78... I was worried about over lighting so I was hesitant about getting the 400w so close... but seing as I maintain good temps either way, might as well get it as close as possible. My setup includes a fan drawing in air from outside, and as you know it's beggining to get cold in the northern states.. great for cooling down a hot bulb! Thanx for the advice