So far I'm leaning toward moving it in the fender well. I was thinking about it today and it would get the best air there, and if I make the box first, I should be able to tell if it's all going to work b/f I start cutting a 4 inch hole for my pipe in the fender well. I've messed up a lot of stuff in my life thinking it would work so I'm a bit gun shy. I didn't really think of using the flat filters on top of the intake. I was using the round one in my mind and it would get freakishly tall with that on top, even if it laid sideways. Keep the idea's coming though, thanks.