content: 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
  
  
  
  
                                   October 1, 2001
                  Date of Report (Date of earliest event reported)
  
  
  
                             Circuit Research Labs, Inc.
  --------------------------------------------------------------------------------
               (Exact name of registrant as specified in its charter)
  
  
  
  Arizona                            0-11353                            86-0344671
  --------------------------------------------------------------------------------
  (State or other jurisdiction       (Commission                     (IRS Employer
  of incorporation)                  File Number)              Identification No.)
  
  
  2522 West Geneva Drive
  Tempe, Arizona                                                             85282
  --------------------------------------------------------------------------------
  (Address of principal executive offices)                              (Zip Code)
  
  
  
                                   (602) 438-0888
  --------------------------------------------------------------------------------
                (Registrant's telephone number, including area code)
  
  <PAGE>
  Item 5.        Other Events.
  
       Amendment to Credit Agreement with Harman Acquisition Corp.
  
        As  previously disclosed in the Registrant's current report
  on  Form  8-K filed June 15, 2000, as amended by the Registrant's
  current  report  on  Form  8-K/A  filed  October  12,  2000,  the
  Registrant  acquired  the assets of Orban, Inc.,  a  wholly-owned
  subsidiary  of Harman International Industries, Inc.  ("Harman"),
  on  May  31,  2000.   Including the $250,000 previously  paid  to
  Harman  as  non-refundable deposits in  1999,  the  total  stated
  purchase price was $10.5 million, of which $2 million was paid in
  cash  and  the  balance  of which was  financed  by  Harman.   In
  conjunction with the Asset Sale Agreement between the  Registrant
  and  Harman,  the  parties entered into  a  Credit  Agreement  to
  establish the terms and conditions of the $8.5 million loan  from
  Harman  to  the Registrant.  The loan is evidenced by one  short-
  term promissory note, in the amount of $3.5 million, and one long-
  term promissory note, in the amount of $5 million.  The long-term
  note  originally  bore  interest at 8%  per  annum  and  required
  quarterly  principal payments beginning March 31,  2001,  with  a
  balloon payment of $3 million due on March 31, 2003.  The  short-
  term  note bore interest at 8% per annum for the period from June
  1, 2000 to July 31, 2000 and 10% per annum from August 1, 2000 up
  to   its  September  30,  2000  maturity  date.   The  notes  are
  collateralized by, among other things, all receivables, inventory
  and  equipment,  investment property, including the  Registrant's
  stock  in  its  wholly-owned subsidiary, CRL Systems,  Inc.,  and
  intellectual property of the Registrant and CRL Systems, Inc.
  
        The  Registrant received several payment extensions on  the
  promissory  notes.  First, in exchange for $150,000 cash  and  an
  increase  in  the  interest  rates to  12%  per  annum  for  both
  promissory notes, Harman extended the maturity date of the short-
  term  note to November 30, 2000.  The maturity date of the short-
  term note was subsequently extended several times without fees or
  other  significant changes to the original terms of the note  and
  is due April 30, 2002.  Additionally, the first principal payment
  on the long-term note of $250,000, originally due March 31, 2001,
  was  extended to September 30, 2001 with the remaining  quarterly
  principal payments deferred until April 30, 2002.
  
        On  October 1, 2001, the Registrant and Harman entered into
  an Amendment to Credit Agreement (the "Amended Credit Agreement")
  under  which  both  the  short-term and the long-term  promissory
  notes  were  amended  and  restated.  Under  the  Amended  Credit
  Agreement,  both promissory notes were converted to demand  notes
  payable  on the demand of Harman.  Interest only payments  remain
  payable  from  time to time for both notes.  Additionally,  under
  the  Amended Credit Agreement, the first principal payment on the
  long-term  note  of  $250,000, the due date  of  which  had  been
  extended  to September 30, 2001, was increased to $1,250,000  and
  is  now due April 30, 2002, unless Harman demands payment  at  an
  earlier date.
  
        Copies of the Amended Credit Agreement and the amended  and
  restated  short-term and long-term promissory notes are filed  as
  exhibits  to  this report.  Reference is made to these  documents
  for  a  full  statement  of  the  terms  and  conditions  of  the
  Registrant's agreement with Harman.
  
  <PAGE>
  Item 7.        Exhibits
  
       10.1 Amendment  to Credit Agreement, dated as of October  1,
            2001,  by  and between CRL Systems, Inc., as  Borrower,
            and  Harman Acquisition Corp. (formerly known as Orban,
            Inc.), as Lender.
  
       10.2 Amended  and  Restated Tranche  A  Note,  dated  as  of
            October  1,  2001,  from CRL Systems,  Inc.  to  Harman
            Acquisition  Corp. (formerly known as Orban,  Inc.)  in
            the amount of $5,000,000.
  
       10.3 Amended  and  Restated Tranche  B  Note,  dated  as  of
            October  1,  2001,  from CRL Systems,  Inc.  to  Harman
            Acquisition  Corp. (formerly known as Orban,  Inc.)  in
            the amount of $3,500,000.
  
  <PAGE>
                             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.
  
  
                                CIRCUIT RESEARCH LABS, INC.
  
  
  
  
  Date: October 25, 2001        By : /s/ Charles Jayson Brentlinger
                                     ------------------------------
                                     Charles Jayson Brentlinger
                                     President and Chief Executive Officer
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metadata_filer: {"company-data": {"conformed-name": "CIRCUIT RESEARCH LABS INC", "cik": "0000725897", "assigned-sic": "3663", "irs-number": "860344671", "state-of-incorporation": "AZ", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-11353", "film-number": "1767328"}, "business-address": {"street1": "2522 W GENEVA DR", "city": "TEMPE", "state": "AZ", "zip": "85282", "phone": "6024380888"}, "mail-address": {"street1": "2522 W GENEVA DR", "city": "TEMPE", "state": "AZ", "zip": "85282"}}
text: 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
  
                                   October 1, 2001
                  Date of Report (Date of earliest event reported)
  
                             Circuit Research Labs, Inc.
  --------------------------------------------------------------------------------
               (Exact name of registrant as specified in its charter)
  
  Arizona                            0-11353                            86-0344671
  --------------------------------------------------------------------------------
  (State or other jurisdiction       (Commission                     (IRS Employer
  of incorporation)                  File Number)              Identification No.)
  
  2522 West Geneva Drive
  Tempe, Arizona                                                             85282
  --------------------------------------------------------------------------------
  (Address of principal executive offices)                              (Zip Code)
  
                                   (602) 438-0888
  --------------------------------------------------------------------------------
                (Registrant's telephone number, including area code)
  Item 5.        Other Events.
  
       Amendment to Credit Agreement with Harman Acquisition Corp.
  
        As  previously disclosed in the Registrant's current report
  on  Form  8-K filed June 15, 2000, as amended by the Registrant's
  current  report  on  Form  8-K/A  filed  October  12,  2000,  the
  Registrant  acquired  the assets of Orban, Inc.,  a  wholly-owned
  subsidiary  of Harman International Industries, Inc.  ("Harman"),
  on  May  31,  2000.   Including the $250,000 previously  paid  to
  Harman  as  non-refundable deposits in  1999,  the  total  stated
  purchase price was $10.5 million, of which $2 million was paid in
  cash  and  the  balance  of which was  financed  by  Harman.   In
  conjunction with the Asset Sale Agreement between the  Registrant
  and  Harman,  the  parties entered into  a  Credit  Agreement  to
  establish the terms and conditions of the $8.5 million loan  from
  Harman  to  the Registrant.  The loan is evidenced by one  short-
  term promissory note, in the amount of $3.5 million, and one long-
  term promissory note, in the amount of $5 million.  The long-term
  note  originally  bore  interest at 8%  per  annum  and  required
  quarterly  principal payments beginning March 31,  2001,  with  a
  balloon payment of $3 million due on March 31, 2003.  The  short-
  term  note bore interest at 8% per annum for the period from June
  1, 2000 to July 31, 2000 and 10% per annum from August 1, 2000 up
  to   its  September  30,  2000  maturity  date.   The  notes  are
  collateralized by, among other things, all receivables, inventory
  and  equipment,  investment property, including the  Registrant's
  stock  in  its  wholly-owned subsidiary, CRL Systems,  Inc.,  and
  intellectual property of the Registrant and CRL Systems, Inc.
  
        The  Registrant received several payment extensions on  the
  promissory  notes.  First, in exchange for $150,000 cash  and  an
  increase  in  the  interest  rates to  12%  per  annum  for  both
  promissory notes, Harman extended the maturity date of the short-
  term  note to November 30, 2000.  The maturity date of the short-
  term note was subsequently extended several times without fees or
  other  significant changes to the original terms of the note  and
  is due April 30, 2002.  Additionally, the first principal payment
  on the long-term note of $250,000, originally due March 31, 2001,
  was  extended to September 30, 2001 with the remaining  quarterly
  principal payments deferred until April 30, 2002.
  
        On  October 1, 2001, the Registrant and Harman entered into
  an Amendment to Credit Agreement (the "Amended Credit Agreement")
  under  which  both  the  short-term and the long-term  promissory
  notes  were  amended  and  restated.  Under  the  Amended  Credit
  Agreement,  both promissory notes were converted to demand  notes
  payable  on the demand of Harman.  Interest only payments  remain
  payable  from  time to time for both notes.  Additionally,  under
  the  Amended Credit Agreement, the first principal payment on the
  long-term  note  of  $250,000, the due date  of  which  had  been
  extended  to September 30, 2001, was increased to $1,250,000  and
  is  now due April 30, 2002, unless Harman demands payment  at  an
  earlier date.
  
        Copies of the Amended Credit Agreement and the amended  and
  restated  short-term and long-term promissory notes are filed  as
  exhibits  to  this report.  Reference is made to these  documents
  for  a  full  statement  of  the  terms  and  conditions  of  the
  Registrant's agreement with Harman.
  Item 7.        Exhibits
  
       10.1 Amendment  to Credit Agreement, dated as of October  1,
            2001,  by  and between CRL Systems, Inc., as  Borrower,
            and  Harman Acquisition Corp. (formerly known as Orban,
            Inc.), as Lender.
  
       10.2 Amended  and  Restated Tranche  A  Note,  dated  as  of
            October  1,  2001,  from CRL Systems,  Inc.  to  Harman
            Acquisition  Corp. (formerly known as Orban,  Inc.)  in
            the amount of $5,000,000.
  
       10.3 Amended  and  Restated Tranche  B  Note,  dated  as  of
            October  1,  2001,  from CRL Systems,  Inc.  to  Harman
            Acquisition  Corp. (formerly known as Orban,  Inc.)  in
            the amount of $3,500,000.
  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.
  
                                CIRCUIT RESEARCH LABS, INC.
  
  Date: October 25, 2001        By : /s/ Charles Jayson Brentlinger
                                     ------------------------------
                                     Charles Jayson Brentlinger
                                     President and Chief Executive Officer