i don't know about the 351 but on a 289/302 you'll have a hard time fitting any big airclearner when you have one of those huge cap distributors like JMD said. Aside from what it looks those 14" circular air cleaners will not fit. Might on a 351 though. Anyobne experience with that?

 

LOL,,, the one my son has on his 351 looks big, it clears his AFTERMARKET air cleaner just fine, My other son just put one on his 302....

We should call the HEI on the 302 SASQUACH.... it just looks freaking huge...