OK here's the update, after draining and removing back cover, pulled shafts, and carrier out and on the bench, other than side gear movement that i thought was to much, i decided to tear it apart, after getting retainer plates out without shooting them all over the place, started on the side gears, and bingo, one whole side gear washer gone to the point of it working into the case, clutch packs were full of very fine metal, new Eaton on the way. pinion and gear look good, axle bearing and seal kit should finish it up.