8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   ----------


                                    FORM 8-K


                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


         Date of Report (Date of earliest event reported): July 29, 2004

                                   [LOGO] SRS

                                 SRS LABS, INC.
             (Exact Name of registrant as specified in its charter)


               Delaware                   0-21123             33-0714264
    ----------------------------        ------------      --------------------
    (State or other jurisdiction        (Commission          (IRS Employer
           of incorporation)             File Number)      Identification No.)


                 2909 Daimler Street
                Santa Ana, California                             92705
       ---------------------------------------                  ----------
       (Address of principal executive offices)                 (Zip Code)


       Registrant's telephone number, including area code: (949) 442-1070


                                 Not Applicable
         -------------------------------------------------------------
         (Former name or former address, if changed since last report)




Item 5. Other Events and Regulation FD Disclosure.

On August 2, 2004, SRS Labs, Inc. issued a press release announcing that the
Company's executive vice president of licensing and general manager, Ted
Franceschi has left the company to pursue other opportunities. A copy of the
press release is filed herewith as Exhibit 99 and incorporated herein by
reference.

Item 7. Financial Statements and Exhibits.

Exhibit No.       Description
- -----------       -----------
99                Press Release dated as of August 2, 2004.




                                   SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                       SRS LABS, INC,
                                       a Delaware corporation


Date: August 2, 2004                   By:    /S/ THOMAS C. K. YUEN
                                          ------------------------------------
                                                  Thomas C. K. Yuen
                                           Chairman of the Board and Chief
                                           Executive Officer

EX-99

                                                                      Exhibit 99

                        SRS Labs Announces Departure of
             Ted Franceschi, Executive Vice President of Licensing

      Executive VP of Technology and Business Development, Alan Kraemer
           Assumes Responsibility for Sales and Platform Partnerships

    SANTA ANA, Calif., Aug. 2 /PRNewswire-FirstCall/ -- SRS Labs, Inc.
(Nasdaq: SRSL), a leading provider of innovative audio, voice and
semiconductor technology solutions, today announced that Ted Franceschi,
executive vice president of licensing and general manager, has left the
company to pursue other opportunities, effective July 29.  SRS Labs' executive
vice president of technology and business development, Alan Kraemer, has
assumed responsibility for sales and platform partner relationships for the
company; and SRS Labs' vice president of corporate communications, Jennifer
Drescher will be taking on a more active role in co-marketing initiatives and
customer support.

    Kraemer has over 25 years experience in sales and engineering.  He
originally joined SRS Labs in February 1994 and has served side-by-side with
Franceschi over the past two and a half years.  Kraemer is responsible for SRS
Labs' business development activities and has been the company's key technical
liaison with customers for over 10 years.  He travels widely and serves as the
primary interface with the company's OEM customers and platform partners
around the world.  Kraemer's vast audio technology knowledge has helped to
establish him as an audio expert throughout the consumer electronics industry
and he has been featured as a speaker at several trade industry events
including TI Developer's Conference, CTIA, AES, NAB, Surround 2003, DVD
Europe04, and many more.  Kraemer has also spearheaded SRS Labs' recent mobile
phone initiative and has established strong relationships with market leading
OEMs and platform partners throughout the world.

    Joining at the company's inception, Drescher is the most tenured SRS team
member and has close relationships with SRS Labs' OEM customers around the
world.  As the primary marketing contact and brand leader for SRS Labs, her
position will now be expanded to take a more decisive role in working with
SRS' OEM customers and platform partners on new product rollouts and
co-marketing and promotional initiatives.

    Chairman and CEO Thomas C.K. Yuen said, "On behalf of SRS Labs, I
personally want to thank Ted for his hard work and diligent contributions to
the company during his tenure.  We at SRS Labs wish him the best in his future
endeavors."

    "We are going to take this opportunity to renew our customer-centric sales
and marketing approach," Yuen concluded.  "Both Alan and Jennifer are well
known within our customer base and throughout the industry and I am confident
that we have the ideal team in place to make this a smooth transition for our
customers and staff."


    About SRS Labs, Inc.

    SRS Labs is a recognized leader in the advancement of audio and voice
technology.  The company works with the world's top manufacturers to provide a
richer entertainment experience through patented sound techniques.  SRS Labs'
technologies can be heard through products ranging from televisions, LCD and
plasma monitors, DVD players, cell phones, car audio systems, headphones and
notebook and desktop computers.  The company also offers hardware and software
tools to professionals and consumers for the creation, production and
broadcast of content featuring SRS Labs' technologies.  SRS Labs' subsidiary,
Valence Technologies Limited, is a Hong Kong-based semiconductor company that
designs and sells custom ASICs and standard ICs to leading manufacturers
worldwide.  Based in Santa Ana, Calif., the company also has licensing
representation in Hong Kong, Japan, Europe, and Korea.  For more information
about SRS Labs, Inc. please visit www.srslabs.com.  The information on the
aforementioned website is not incorporated by reference into this press
release.


    Except for historical information contained in this release, statements in
this release, including those by Mr. Yuen in paragraphs four and five, are
forward-looking statements and projections (which include statements
concerning plans and objectives of management for future operations) that are
based on management's belief, as well as assumptions made by, and information
currently available to, management.  While the Company believes that its
expectations are based upon reasonable assumptions, there can be no assurances
that the Company's goals and strategy will be realized.  Numerous factors,
including risks and uncertainties, may affect the Company's actual results and
may cause results to differ materially from those expressed in forward-looking
statements made by or on behalf of the Company.  Some of these factors include
the acceptance of new SRS Labs' products and technologies, the impact of
competitive products and pricing, the timely development and release of
technologies by the Company, general business and economic conditions,
especially in Asia, and other factors detailed in the Company's Form 10-K and
other periodic reports filed with the SEC.  SRS Labs specifically disclaims
any obligation to update or revise any forward-looking statement whether as a
result of new information, future developments or otherwise.


    For further information please contact: Investors, Tami Yanito,
+1-949-442-1070 ext. 3093, tami@srslabs.com, or Media, Jennifer Drescher,
+1-949-442-1070 ext. 5010, jenniferd@srslabs.com, both of SRS Labs, Inc.



SOURCE  SRS Labs, Inc.
    -0-                             08/02/2004
    /CONTACT:  Investors, Tami Yanito, +1-949-442-1070 ext. 3093,
tami@srslabs.com, or Media, Jennifer Drescher, +1-949-442-1070 ext. 5010,
jenniferd@srslabs.com, both of SRS Labs, Inc./
    /Company News On-Call:  http://www.prnewswire.com/comp/809275.html /
    /Web site:  http://www.srslabs.com /
    (SRSL)

CO:  SRS Labs, Inc.
ST:  California
IN:  CPR HRD MLM MUS ENT
SU:  PER