To describe the air flow characteristics within an air cleaner cover and mass air flow sensor (MAFS) entry region installed in a 3.0L engine air induction system, flow visualization, velocity and turbulence intensity measurements were taken in several view planes. A detailed knowledge of the interaction between the design parameters and the flow structures will enhance our understanding of the motions within the flow field and enable engineers to optimize the induction system and reduce the signal-to-noise ratio in the MAFS output. Emphasis is placed on the analysis of coherent motions and the controlling parameters which affect the air flow in the MAFS entrance region over a flow rate of 13-240 kg/hr. The high speed motion pictures illustrated that the air flow generated within the air cleaner cover under steady state condition is quite complex. In both axial and radial planes of the main passage it was found that the flow pattern is remarkably influenced by the air cleaner cover and main passage configuration. A comparison of the flow patterns and measurements in the original and modified air cleaner cover is presented. Measurements from the MAFS indicated an significant reduction in pressure drop and signal noise for the modified cover as compared with the original cover, over an air flow rate of 13-240 kg/hr.