I thought that PopupPanel also uses table for internal layout; is that not the case?
PopupPanel just takes any kind of widget and displays it as an overlay on top of your app, optionally modal and optionally with a dark glass pane. As Colin said a DialogBox adds a 9-box layout through extending DecoratedPopupPanel. The easiest workaround for you would be to copy GWT's DialogBox into your own source (possibly giving it a new name) and then change the DialogBox to directly extend PopupPanel. The 9-box layout should be gone then while still having caption support and being able to drag and move around the DialogBox. If you don't need the caption and movement of the DialogBox you could also just simply use PopupPanel directly instead of DialogBox.
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