here's what happened..
on the back side of a Warn lockout, there is a retaining ring that holds the guts into the body of the hub.. that retaining ring had come out of it's groove, and let the internal spring blow the drive gear out of the back of the hub body..
teeth of both the drive gear and the driven "slider" portion of the lockout were damaged, necessitating a replacement.
I decided to spend the extra $50 and go the gold-top premiums this time around.. that's the third silver top one I have had blow apart like that..