Audio 2d orthographic cinemachine and 3d audio volume rolloff

I have 3d audio on my AudioSources and using cinemachine. This is a 2d game using orthographic cameras. My listener is on the camera.

in the 3d Sound Settings is the volume rolloff. it seems to work great but I want the volume to rolloff when the camera pulls back from the scene. It seems to work on most objects, but if an audio source is smack in the middle of the camera view, even though the listener is -10z and the AudioSource is -1z, the volume is super loud compared to the other AudioSources that have rolled off with the curve, when it should be rolled off because of the listener distance.

What am I doing wrong? How so I get those AudioSources in the middle of the camera view to rolloff like the others are?