HEY....wait I'm telling you that it makes noise when you stomp on the gas. The air filter is completely open 360 degrees around and when you want more power you can hear the air make a whoosh and its not a vacuum leak. This sounds like a big gulp of air and plenty of power but its noisy. If you take the filter off and rev the engine you know that noise you get from the carb its that noise but more muffled when in the cab....and how come I don't get it with my oil bath set up...I think because the paper filter is very thin and there is no foam wrapper around it only expanded metal so air rushes in and thus the noise?...Steve