I went nuts trying to figure it out! tryed it from the top to tight, wedging it in from the bottom n.g then the lo lady said why dont you take out that thing(roll pan) I told her to it,s alot of work she said yea and!.So i grabbed my sawzall cut the f.er out threw it across the gararge floor grinded the sides down smooth grabed that cargo holder pickup thing and spred the sides out a little at a time till it measured up( be nice to the curved pieces inside the bed you cant get them!) and she helped me put it in and said OK are you happy now!.I zip screwed it in and ordered a new rollpan.I don't know why they sell it without the rollpan!