Yea youll need to stitch up the pads after you get the headphone piece in. Basically, i started cutting by where the wire goes into the pads on the 9 tuneups, i cut it till i can slide out the sound element, need to do a little tugging, there is some glue in there. Once they were out, i layed them out with the G10 ear pads and figured out how they would fit best with the wire running through the back of the helmet. Then i started to cut hole along the stitches just big enough till i can slide the sound element in. Did the same thing to both pads, sewed them up, cut a small slit where the wire plugs into them, and that was it. If you have any questions, PM me.