Elec Gtr/Distorting/Mbox2 ??? WTF
 

Electric Guitar distorting Mbox 2, Protools 9
Gain pots all the way down and still way to hot!!!, I know its just one damn button.

Things I Tried
1)DI on Mbox
2)Tried Radium DI 15 dB pad
3)Line on Mbox
4)15 dB pad on Mbox

When signal runs though Mbox without track armed no distortion, once I arm track full on distortion, almost like line level too hot for mic level during film production. WTF is going on??