Thanks scook, I will try messing with vst3 preferences . . .
Dubdisciple, you and I think alike! Logically . . . I started doing some saves in X1 with certain plug-ins removed . . . but I think it's not related to any particular plugin . . . rather, it's the total amount of plugins.
In X1, my project has 50+ tracks and loads of plugins. Can't play them in X3 because the audio engine won't even start/sputter/come to life UNLESS I start deleting the plug-in instances, about 80% of them. It doesn't matter which plug-ins remain, or get deleted. Funny, huh?
I suspect I may have a VST 2 - VST 3 issue. Keep in mind, I can start a fresh project in X3, load in many tracks, and lots of vst2 AND vst 3 plugins, and the audio engine purrs and all works a treat.
Is there a list of VST3 plugins that don't work well in X3? That would have been nice to see before I upgraded :)
The plugins in question are Equilibrium, Glue, Soundtoys, S-Gear2, Toneboosters Barricade, and VBC.
thanks, guys, I appreciate the feedback!
-Tom