Matt,

I use a dual rectifier as my power amp but i use channel 2 -(dirty channel) as my manual recommends,this gives me clean power and sounds great. I have some experience with the mf 350 as my other guitar player plays through one.I would suggest using channel 3 and not channel one.Stick with the pre models at first and let me know how that works for you .

Save a bunch of money and get better tones!!! I love Marshall and all but half the money is having the little name on the box.

You might look into Carvin, seriously. I was running a Carvin V3 with a 4x12 loaded w Celestion Vintage 30s, their cabs as well have a full on metal grill protect.

I simply love that amp, it does anything. So easy to try and bias different tubes. Clean channel is amazing and the gains as good or better than anything I have ever used, and I have had some killer amps in my day.

The price is just killer, you can pay more for an amp head that does not have near the features of this amp (all tube).

Full array of tone controls on each channel, 2 toggle EQ range choice, 3 toggles of different gain levels each channel. Both parallel and series loop.

I am telling you it is the biggest underated killer in the realm. When I first got it I actually just looked it over for a good 15 minutes marvelling at the quality of build and look. The sound is the best amp I have ever owned.

I was running a huge high end pedal board w the amp and the tones were there for any type of music.

I got the POD HD500 and created an all new rig for it. It made no sense for me to run the POD into my amp as I already had the best effects going.

What I wanted was the ability to play with all the different amp models and various capabilities of the unit. I wanted like 25 cool amps to play with.

I wanted the most realistic sounding amp models I could get out of the unit and I was not disappointed. To me it is a bit of waste to run this engine into a guitar amp, it amounts as best as a good preamp and you have to by-pass the guitar amps front end if you hope to get a good sound. I find the output modes get a little thin for the various options. The direct out/stereo mode just kills, I just wish one could shut the mics off as an option, as they can drastically color the tone in the blink of an eye from killer to not so great.

My massive tube amp rig sits in reserve right now as it is the best of the best.

I am just using the POD for change and to get away from buying $200+ sets of tubes every time I turn around.

I wanted the amp models to experiment with my owning 25 amps and it does that for me.

I recommend a power amp for the POD and let it do its thing. It cannot make a cheese amp sound great, too many limitations of the amp.

If you cannot get a good sound running into the loop and trying different output modes that is a mystery indeed. Try using just the PREamp models or no speaker and experiment more. The POD is rather amazing in its range of potential mad scientist ability. I just love it but it has a reaaaallllly long learning curve to master it.

To give you can get some ideas from my rig and how I am getting just monster tones, vibrant cleans and uber gains.

(Gave up on using the POD effects loop, just could not get it to sound right on my better pedals, so I try to just deal with its internals while using a few of my more choice pedals on the front end. I use the uber gain models for dist voices. Not a big fan of the overdrives and dist models of the POD, just too buzzy for my tastes. (Not enough hot&cold Djent, -nod to MeAmBobbo. http://foobazaar.com/podhd/toneGuide/

If you have not read this cool paper, you are missing out on some primo information.

Anyway my rig for ideas (use what works for you, my rig is built for my touch and taste in tones).

Guitars (2 different Strats, LP type HB) >>>>

Radial PB-1 (class A power boost/high end impedence buffer pedal)>>>>

Wampler Compressor>>>

Wampler Ecstasy Overdrive>>>

Fulltone Deja Vibe>>> (using a dual split modified output on the Vibe to feed both the "Guitar" and "Aux" inputs, much quieter and more versatile for dual amp use)>>>

HD500 POD, also has heavy duty Mission Line 6 expression pedal>>>(stereo direct out L/R feeds)

BBE rackmount, line level, 2 channel sonic maximizer (set 11:00-12:00 phase corrects the cabinet, I love the BBE phase correction units myself)

ART SL1-A Power Amp (100 watts, two channel 8 ohms, stereo, really nice amp, has its own cooling fan, great specs)>>>

CARVIN 4x12 vintage 30 load (60 watt Celestion speakers) split cab into stereo L/R feeds. (Cab has been modifed with proper damping material to null out the standing wave, phase distortion and general woofing and resonance issues of a hollow box cab, why they do this or why some think a hollow cab sounds good is beyond me, maybe why my tones are better.)

Running the POD into a 4x12 with a power amp that just pushes the models, works so good.

And Campers, reminding users that the POD is designed to power and use HIGH Impedence Headphones. If you want your patches to sound like they sound to an amp invest in better cans. I run ByerDynamic DT770 Pros (250 ohm cans) and oh yeah it makes a big diffference. Those running typical low impedence cans getting impedence mismatch and distortion are just not getting the best sound, it is not about turning down the POD to suit the wrong cans anymore than you would push 12 ohms into a 4 ohm cabinet and imagine "keeping the volume down works fine". If you are a recording maven you can easily tap the recording or headphone preamp headphone capability and use low z cans. The POD is designed for 150min-600 ohm headphones, 95% of all cans are <100 ohm.