Benchmark DAC2 seeting into Ayre k5exMP preamp


I just purchased a Benchmark DAC2 and hooked into my Ayre K-5xeMP preamp and set the HT Volume Bypass mode as per instructed in Benchmark manual. I started getting bad popping noises until I turned off and turned the volume control to 12 O'Clock ( halfway ). Benchmark manuals also states when using Balanced Analog outs the input sensitivityof an amp may require changing the internal output pads to -10db. 
Anyone have any insight on this ? I bought the Benchmark very lightly used at less than a year old, maybe something wrong with it ?

Once I set the volume control to halhway or the 12 O'Clock position all seemed fine. I do not want to blow a resistor in my Ayre preamp howver. Thank you for your feedback.
lnitm
Great discussion! I’ve learned a lot more in so few posts about this product here than I’ve learned elsewhere. Thanks!
Another piece of info. On the Ayre K-5xeMP the gain is 10db through balanced inputs, so it made a perfect unity gain doing the -10db on the Benchmark analog output. 
Oldest good info. I'd rather not mess with my Ayre Lol, way more than the Benchmark. The output pads adjustment has fixed any issues and sounds really good. I heard a huge improvement in sound, depth and more resolution on Steely Dans Aja....A great go to. Sound is very good running through analog ins and outs to for vinyl playback from my SimAudio phone amp. 

Thanks everyone for good advice!
If you need it (and for others who are not aware), it is easy to change the gain of Ayre preamps. For the K-5xe the normal gain is +4dB unbal & +10dB balanced. There are stock 1.43 kOhm Roderstein MK-1 resistors in brown terminal strips near the output connectors at each end of the PCB. 3.01 kOhms lowers gain by 7dB, 4.99 kOhms lowers by 11 dB.I used Takman 1/4 W metal films. This was posted by Charles Hansen on another site years ago, and confirmed in a telecon with Ayre.
Thanks shadorne. It made huge difference changing to 10db posts.
Sounds really good, especially on some HD tracks i have at 24/192 playback. 
The Benchmark DACs put out something like 18 volts at full volume without resistor pad attenuation. This is too much for most preamp inputs. The resistor pads allow you to drop the output signal level to something much lower that your amp can handle.
I set the Benchmark output jumpers to 10db which is minus 10db and all is fine now. Sounds very good, I can already hear improvement over the OPPO 105d DAC. Seems like this has solved the issue probably to your point cedargrover. 
Thank you
Read Stereophile’s review of your preamp.  I think Atkinson’s measurements found that the input FETs can be overloaded if the source is too hot.