i was talking to someone in the general chat in diablo iii and they suggested moving the entire d3 folder to a separate drive or flashdrive, apparently diablo has a coding problem now where its constantly reading from the hdd instead of storing in ram(i think thats what it is, not entirely sure) apparently they are patching it now.
I went and bought a 16gb flashdrive moved the folder and sure enough its running 10x better.
still not perfect for what my specs are, but maintaining 60fps on ultra settings with the occasional hiccup now instead of every time action happens. definitely playable now.
if anyone else is having similar problems also try putting it in windowed mode or fullscreen/window seems to run better than fullscreen. thanks for all the help.
That was an interesting solution, so a SSD would help.