well, i'll never know what I was doing wrong. tonight I ripped out all my jumpers and started over. I did do something I think was smart... I set up my clock and my comparator, and applied power to make sure it was working without any other parts of the schematic attached. I had the A>B, A=B, and A<B outputs lighting up LEDs. Then I kept the power on while I continued to connect up the rest of the ICs. That way, if something squirrelly started happening, I'd know exactly the moment it happened and with which connection. Don't know if that would have been a smart move with CMOS chips, but with rugged ol' TTL, it worked great. Circuit runs as designed. Thank you to all for your help. Cheers!