hi unioncreek, well my 64 galaxie had a 289 in originally but, it was long before i got the car so from factory i cant tell you any facts, but i can tell you that the 390 that was in it wasnt tilted and i had a 427 medium riser 2x4 setup on it. hope this helps you, oh and by the way if performance is what your after i highly recommend you NOT doing it there are far better aftermarket intakes now, but if for looks only you cant beat 3 dueces anyway let me know if you are going this way for i might have an original oval 3 duece air cleaner for you but ill have to do some digging cant remember if i kept it when i switched to the 2x4 or not but ill check.