I downloaded ATI tool to see how much I could push it but it wont work w/64bit

Have you tried using Rivatuner? I use it for my card and I'm sure it's ok for 64bit..
In fact it is, here's the main page:
RivaTuner
It does say that it only supports up to Catalyst 8.5 but I know with Nvidia drivers that often if the driver is not supported that it will still 'do it's thing' regardless.
Another cool utility I use if Rivatuners not working for me is 'Powerstrip', you can get it here:
PowerStrip 3.75 download from Guru3D.com

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I'll check it out. Thanks

Yes it works with Catalyst 8.6 as I am using that now. A blurb comes up at the beginning thats says this version of Catalyst is not supported but, it still works.