Yeah, I'm half surprised that one of Palladium's infamous Cease and Desist letters hasn't hit yet. They're slipping.
After all, it's a violation of their copyright to to say the words "Rifts and "d20 System" and "conversion" in the same post, and it's a violation of their intellectual property to even think of using one in the other
I honestly don't think it has anything to do with them thinking that WotC will own their IP if they go OGL. I think it is more a matter of raw arrogance and the percieved superiority of their own system. At least he could revise the system, remake the books, and give the whole thing a fresh coat of paint. Palladium Books is a one man show, and Kevin is that one man. He made the system, and it's his baby, and he won't see his setting removed from his system. I've met hardcore Palladium fanboys at my FLGS recently who go on anti-d20 rants talking about how Palladium is the only system anybody ever needs, the OGL is just WotC plot to own all the game worlds in existence, that Palladium is the most balanced and realistic role playing system on the market, ect. Love or Hate WotC, they follow the money, if they can do it and people will buy it, they will make it. A d20 Rifts book would probably bring fresh blood into a game, and a well-written one could take the d20 system in new directions that help everyone and provided people with new rules and classes to export to non Rifts games.
Maybe I could actually like Rifts more if it's books didn't look like amateur publications or texts from 20+ years ago, before the invention of modern publishing (their books look just like gaming books from the early 80's, with low-grade paper, poor formatting, and bad organization, it's like looking at 1e AD&D books but without the nostalgia and history factor). Maybe I could like Rifts if it's books weren't an arms race, of each new book having more powerful weapons, classes, and "crunch" that seem to make everything that came before useless. Maybe I could like Rifts more if I didn't get the impression I needed to sink hundreds of dollars on dozens of sourcebooks just to be able to play. Lastly, maybe I could like Rifts if I could actually understand the system, the Palladium system plays like a poorly documented, mutated cousin of 1e AD&D crossbred with Chaosium's BRP system.
As for how to actually make your own conversion (wondering if this alone will get this thread closed, it's been enough to do it on the wizards.com boards before), Mecha Crusade has a lot of the raw pieces, personally I would build it on the framework of d20 Modern (with Urban Arcana of course). Adapt the Expanded Psionics rules, and draft new AdC's for FX classes. MDC becomes Hardness and DR bonuses on armor (the same concept, expressed in a rules mechanic that actually makes sense). VP/WP is a good idea too. Some of the variant rules from UA are probably useful, like Armor as Damage Reduction.