"i am looking for a pure 8052 cpu that runs at 24MHz (no Dallas please, as i need to use memory devices with 80ns)"

Have you looked at the Triscend E5?

Although I think that it is Dallas-based, I think you can configure the memory interface unit for wait states, etc

"everything else will be placed in external FPGA" - sounds like ideal E5 territory: use the on-chip configurable logic, so there's no need for an external FPGA!

"available in QFP44 ???"

Oh dear...

Have you considered creating you own from an 8032 IP soft core in a FPGA?