Here is an update, I have isolated it down to 2 different issues:
1. The CTS seems to have a bad channel, without the usp-3 card in it (a standard FXQ card in it's place) channel 2 has a distinct noise issue. (sounds like a leaky cap in the audio chain)
2. The Buzz or clocknoise that the USP-3 seems to be making. I moved the USP-3/CN to a CTS-600 and hooked it up. even without anything else connected, there is still a very audible buzz (120hz) in the speaker. it is the Mid/high of a JBL PD-5322. Switching the sensitivity did reduce it some but it is still quite plain. we are talking maybe 50db from the speaker (up close at 3 feet maybe). I would guess its about 30 db up from the Hiss of the amplifier. Of course the other 19 amps like this are already at the jobsite 300 miles away so i don't have anything to compare it with.
it just seems that looking at the specs of the amps and cards the noise level his higher than it should be. Any other ideas???