Solved!
I feel like a real fool, I did my d3dInit() before my window metric stuff:
//initialize d3d
d3dInit();
//setup screen
int Sw=GetSystemMetrics(0);
int Sh=GetSystemMetrics(1);
//dbSetWindowOff();
dbSetDisplayModeVSync(Sw,Sh,32,1);
dbSetDisplayModeAntialias(Sw,Sh,32,1,2,0);
dbSyncOn ( );
dbSyncRate ( 60 );
Switching the init to below worked perfectly. It didn't really seem to matter in DBPro but I guess in GDK fiddling with the screen metrics result in changes in the device/window contexts with messes with cloggy's d3d stuff.
Hopefully someone can learn from my mistake