I'm with EdPruss on this one. In the video it sounds like you have a pretty good exhaust leak. The place where my 366 leaks is at the manifold to exhaust pipe. I think the popping is coming from fresh air being introduced into the exhaust system through a leak. You could check and see if the Holley has a blown/leaking power valve. Early Holleys did not have the PV backfire protector. You have the classic symptom for the over rich condition relating to the PV. Also as HRL said, check the float level first it's easier than tearing into the PV. BTW I don't think I have ever seen a QJet on an early 366. Does your manifold have a square bore to spread bore adapter under the carb?
SimS
Last edited by SimS; 07/09/2015 1:09 PM.