[sllib]

Eric;
I had the same problem. I used the low distributor from MSD specifically designed for the 351W, then a drop-base 14" K&N filter assy. with a filter top. This put the base right down on the plug wires so I added a 1/2" spacer. That put the filter top right up to the cut-out in my hood, which I cut out to match the filter (I wanted a bolt-on scoop anyway) and now everyone is happy. With that much air piling into the carb from up top and the sides you can get tuning problems at speed; the Corvette guys solved this by taping up the front of the filter until the power smoothed out and then fabricating an add-on to the base to match the taped area. If all this sounds a little strange I read about it on a Corvette forum and the thread is probably still out there. Good luck.
Bill