Noise was driving me crazy when I first got the III. Since the AXE FX III is so powerful, I felt no need to add any out gear to solve the noise problems, we all get, especially with high gain presets. With all gates off, keeping the noise present, I first made sure the unit was set to 60hz, (USA setting) in the setup. Mine came defaulted to 50. That quieted it down significantly. Everytime there is another piece of gear connected, it could potentially cause noise. So, since I'm using a 13 pin cable, going to a synth box, out to a DI Box to FOH, and a instrument cable going to the AXE, with a keyboard connected, in the chain, also going to a DI Box to FOH, I checked for ground loops and fixed them. That quieted it drastically. Lastly, using the input block's gate, I set it to intelligent, threshold to -40 to -50, 2:1 ratio, attack 10ms, release 20ms. I have sustain forever and a totally quiet guitar on stage. It fades naturally to quiet.