Well, I've narrowed it down with some success
Replacing instdir and setting admin run on FSUIPC7, TIR and the msfs.bat file did not work.
Setting flightsimulator.exe run as admin - same ctd
so - restored and took ownership of exe.xml, FSUIPC7 and TIR - run as was set on both. Set run as on flightsimulator,exe
started program from the MS Flightsimulator desktop shortcut - worked perfectly
Tried it from the msfs.bat file with instdir intact - ctd
set up a shortcut with just the fastlaunch cmdline entry - ctd
run flightsim shortcut again - worked
So it seems that I can not use the fastlaunch command in this instance. Tried the fastlaunch command with FSUIPC7 removed from exe.xml - worked just fine IF flightsimulator.exe was NOT set to run as admin..
I'll try some other combinations and see if I can narrow it down but running w/o the fastlaunch option works fine.
Vic