ROG Peppermill - hissing...

[mydementia]

I've been troubleshooting my Peppermill off and on for a couple weeks now.  I tried putting it after my Rangemaster and used DPDT's with the Millenium2N bypass system on both (new for me - always used 3PDTs).  Running the RM into the PM worked okay - but running the PM by itself had a lot of hiss.  Sounded like a ground problem to me so I started breaking the circuit down.  Today I removed the switching and the M2N bypass and the RM and still get hiss...I'm stumped!
Here's the link to the vero layoug I built to: http://aronnelson.com/gallery/album19/PEPPERMILL_VERO?full=1
Here's a snapshot of my PM (before I started troubleshooting):


I do have long leads (~3") for the pots...I didn't think it would matter on this low gain circuit - this is the only thing I haven't changed...

Any thoughts?

Also - what's the 100k resistor on the output doing on the Millenium2n bypass system?
Mike