With a drop base air cleaner you could still have room for a 3 inch tall filter, right?  Otherwise, the combo of a drop base and a 2 inch filter would give you at least an inch to spare.

I left my Victor jr intake alone, no clean up or port matching.   Wasn't really anything to clean up.

rpm wrote:

Some guys will mill the carb mount surface a bit

Milled a dual quad manifold carb mount for a FE 427 to facilitate installation into a cobra and it worked well. The super victor carb mount will allow at least 3/8 inch milling on the carb mount, but if my measurements are correct, everything should fit. Famous last words.

TKOPerformance wrote:

I'd just make sure to remember that the engine will rock side to side when it starts, and a bit as it is loaded/unloaded with the throttle.  Also make sure that the bowl vents don't get blocked.  If all that is fine and you can still get a 14x3 filter in it with a drop base I think it should be ale to draw enough air through a filter that size.  

With the 347, the side to side movement passed the Playdough test and if my measurements are correct, the 363 should pass the side to side Playdough test. To facilitate airflow, I use the K&N Xtreme air filter top. The combination provided enough airflow for the 347 using a 2 inch deep filter and a drop base. I removed the Autolite 4100 choke assembly and as I recall, shortened the bowl vents. With the 363 I will dyno the combination with hood latched with no air filter, then again with the air filter. I am hoping the K&N filter top will mitigate the turbulence caused by the drop base.