Funny, I just posted almost the same question a couple weeks ago... I had some concerns about whether i could fit a factory black wrinkle air cleaner into my 73 Swinger 383. With the hood off it, looking from the side the aircleaner stuck above the fender line, I was pissed. I'd just paid big bucks for it. Happy to report though, that it does fit with about 1/2" of clearance. I think my measurement was about 3 5/8". the air cleaner is approx 3 1/2". i ripped out the ratty insulation and i have over 1/2" clearance now. I'm using an Edelbrock performer and shumacher mounts.
hope this helps