you can take the airbox out, and cut/gouge a groove/hole in it so that the filter fits. You can keep the side covers that way. Uh, also, it may or may not fit over the battery box. Search for greg_650 (hahaha he's got too many posts) as he lowered his battery box to fit his pod, but he also removed the airbox and sidecovers.
in the second pic, the breather filter needs to go ABOVE the engine.
and you can do a better looking job than me. the hidden bolt on the airbox is down on the left side of the bike. loosening or removing the belt guard makes access easier.