Thank you for the help, I was able to get it working.
Solution, for anyone else looking:
store the original HTTP_ACCEPT_ENCODING value into a server variable on the inbound request, and then clear it (set it to nulll, you have to do this in web.config, gui doesn't like you not setting a value). On the outbound re-write, restore the value back (so that if you have compression modules enabled, they can kick in).
And on the plus side I just realized I might be able to use this same mechanism to pass through the client IP properly.
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