G-Benz...Thanks for the respose. The 1990 verison on your SL didnt have a chip in the key. In Reprograming the 1990 year you do it from the Drivers door. I checked the batteries with a volt meter on both hand held Alarm keyless remotes, they were good. I still replaced the one I use everyday. So I think that possibly the Alarm master "What Ever Module" is the problem. At this point I want to find out is that whats under the passenger side floor mat., and have some input as to disconnecting everything from here, or pull out the module and borrow another from an SL to see if this is the problem. If this was an everyday car I would fix it ASAP, but its my toy, and keep it under wraps in the Garage, till the driving season hits the North East.