I got the Place to work and then worked towards this goal.
Canvas Size
Place
Select Layer "Background"
Set Background. " Layer 0 "
Transform Current Layer.
Save
The one that was Giving me an issue was place is the placement based upon the window and not based upon the document it was going into.
And When did the Canvas Size it added white around the boarder of the image.
The Placed Document Kept being like 5 pixels off to one side.
The document I placed on it , has boarder information around the sides with the logo so like a donut of infomation that i dropped above my image.
~far