i tried a different PSU, Video Card, RAM stick and CMOS battery from my other rig and the same thing. i think this pretty much confirms its the mobo. now i gotta decide if im gonna buy a new mobo or send in this one to gigabyte to get a replacement as i think the warranty is still good. thanks for all of your help.
RMA it if you think it may be a bad MB. At the very least then you will have one in working condition to sell if you choose to get another one.