If possible you should really use a 3 inch (at least! w. 467 stroker)..
Mark the places where it doesn't clear the carb, -and either make a hole and then epoxy-glue a new piece that clears the carb, -or make some good use of that collection of hammers you (proberbly) have..
-As long as the dents in the aircleaner base is not visible who cares??
-Also the x-stream tops that k&n produce are really adding to the flow..