Abstract: Models based on the extended SU(3)(C) x SU(3)(L) x U(1)(X) (331) gauge group usually follow a common pattern: two families of left-handed quarks are placed in anti triplet representations of the SU(3)(L) group; the remaining quark family, as well as the left-handed leptons, are assigned to triplets (or vice-versa). In this work we present a flipped 331 model where this scheme is reversed: all three quark families are in the same representation and it is the lepton families which are discriminated by the gauge symmetry. We discuss fermion masses and mixing, as well as Z' interactions, in a minimal model implementing this idea.