The statement that "over-carbing" an engine can lead to driveability problems is correct. However, I am lately leaning towards the idea that the simple equation used to estimate the 550 cfm for the 440 at 5000 rpm may not be entrirely correct. The reason I believe that is that the equation assumes steady state flow though the carburetor. In reality, the flow is pulsed, and even though the average flow at say 5000 rpm may be close to 550 cfm, the instanteneous flow may be higher, inducing a pressure drop that reduces torque. I tend to believe that by observing my two 440's. Even though the one on the green Sedan seems to have a larger cam than the one on my black LeBaron, the upper end difference is not as high as I would expect. I think that the AVS on the green car (even though very reliable) may be giving some restriction at over 4500 rpm (I think this carb is about 600-650 cfm, so based on the simle equation its sufficient). The black car has the q-jet of higher cfm. Now, all that is not scientifically established or anything, its just from the seat of the pants. True, most Imperials (413's and 440's) have the tiny stock cams which restrict usefull rpm to no more than 4500, and most have single exhaust that may restrict the useful rpm even more (at any rate, if you rely on the automatic shifting, the torqueflite rarely shifts over 4200 rpm). So, I agree with Kerryp, for most IML'ers, 550 cfm is probably very sufficient. For small blocks, even smaller carbs will suffice. But if one mamaged to install a super big carb on a rather small engine without driveability and economy problems, good for you. Just don't expect any performance improvements. As to how often I reach 5000 rpm? Well, not as often as I would like. Too much traffic. Fortunately, as the economy of Texas is going down hill, there are fewer cops out there ! ;) D^2