MWAHAHAHAHA
.. one of those DOH days. All I did was modify the creation offset of the particle. using:
code:
my.y = random(10000) - 5000;
my.x = random(10000) - 5000;
and everything works great at a wonderful performance INCREASE because I am looking up the z axis I only have to move the particles down.
If I move the ship, I move the emitter accordingly and it looks pretty sweet.