<PAGE>

As filed with the Securities and Exchange Commission
on September 6, 1996.                                     Registration No. 333-_
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------

                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, DC  20549

                               -----------------------

                                       FORM S-8
                             Registration Statement Under
                              the Securities Act of 1933

                               -----------------------

                            SOUND SOURCE INTERACTIVE, INC.
                (Exact Name of Registrant as Specified in its Charter)

              DELAWARE                                    95-4264046
    (State or Other Jurisdiction of                   (I.R.S. Employer
    Incorporation or Organization)                    Identification No.)

                               2985 E. HILLCREST DRIVE
                                       SUITE A
                         WESTLAKE VILLAGE, CALIFORNIA  91362
                       (Address of Principal Executive Offices)

                            SOUND SOURCE INTERACTIVE, INC.
                                1995 STOCK OPTION PLAN
                               (Full Title of the Plan)

                                ULRICH E. GOTTSCHLING
                               CHIEF FINANCIAL OFFICER,
                               SECRETARY AND TREASURER
                            SOUND SOURCE INTERACTIVE, INC.
                               2985 E. HILLCREST DRIVE
                                       SUITE A
                         WESTLAKE VILLAGE, CALIFORNIA  91362
                       (Name and Address of Agent For Service)

                                    (805) 494-9996
            (Telephone number, including area code, of agent for service)
- --------------------------------------------------------------------------------
                           CALCULATION OF REGISTRATION FEE

                                     Proposed       Proposed
    Title of                         Maximum        Maximum
    Securities      Amount           Offering       Aggregate       Amount of
    to be           to be            Price          Offering        Registration
    Registered      Registered(1)    Per Share(2)   Price(2)        Fee

- --------------------------------------------------------------------------------
Common Stock        500,000 Shares   $5.00          $2,500,000.00   $862.07
(par value $.001)
including Common 
Stock Purchase Options
- --------------------------------------------------------------------------------

1   An undetermined number of additional shares may be issued if the
    anti-dilution adjustment provisions of the plan become operative.

2   Estimated solely for the purpose of calculating the registration fee in
    accordance with rule 457(c) and (h) under the Securities Act of 1933 on the
    basis of the average of the closing bid and asked prices of the Common Stock
    as reported by the NASDAQ SmallCap Market on September 3, 1996.
- --------------------------------------------------------------------------------


<PAGE>

                                       PART II

                  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

              The following documents are incorporated by reference into this
registration statement:

              (1) The prospectus of Sound Source Interactive, Inc. (the
"Company") filed with the Securities and Exchange Commission (the "Commission")
pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the
"Securities Act"), on July 3, 1996, being the most recent prospectus so filed
pertaining to the Company's Registration Statement No. 33-80827.

              (2) The description of the Company's Common Stock contained in
the Company's registration statement on Form 8-A filed with the Commission
pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the
"Exchange Act").

              All documents subsequently filed by the Company pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of
a post-effective amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold, shall be deemed
to be incorporated by reference in this registration statement and to be a part
hereof from the date of filing of such documents (such documents, and the
documents enumerated above, being hereinafter referred to as "Incorporated
Documents"); PROVIDED, HOWEVER, that the documents enumerated above or
subsequently filed by the Company pursuant to Section 13(a), 13(c), 14 and 15(d)
of the Exchange Act in each year during which the offering made by this
registration statement is in effect prior to the filing with the Commission of
the Company's annual report on Form 10-K covering such year shall not be
Incorporated Documents or be incorporated by reference in this registration
statement or be a part hereof from and after the filing of such annual report on
Form 10-K.

              Any statement contained in an incorporated document shall be
deemed to be modified or superseded for purposes of this registration statement
to the extent that a statement contained herein or in any other subsequently
filed Incorporated Document modifies or supersedes such statement.  Any such
statement so modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this registration statement.

Item 4.  DESCRIPTION OF SECURITIES.

              The securities to be offered are registered under Section 12(b)
of the Exchange Act.

Item 5.  INTEREST OF NAMED EXPERTS AND COUNSEL.

              Robert G. Kalik, of counsel to McDermott, Will & Emery, holds a
presently exercisable option to purchase 33,467 shares of Common Stock.

Item 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

              The Company's Certificate of Incorporation provides that a
director of the Company, to the maximum extent now or hereafter permitted by
Section 102(b)(7) of the Delaware General Corporation Law (the "Delaware GCL"),
will have no personal liability to the Company or its stockholders for monetary


                                         II-1

<PAGE>

damages for breach of fiduciary duty as a director.  Section 102(b)(7) of the
Delaware GCL currently provides that directors of corporations that have adopted
such a provision will not be so liable, except (i) for any breach of the
director's duty of loyalty to the Company or its stockholders, (ii) for acts or
omissions not in good faith or that involve intentional misconduct or a knowing
violation of law, (iii) as provided under Section 174 of the Delaware GCL for
the payment of certain unlawful dividends and the making of certain stock
purchases or redemptions or (iv) for any transaction from which the director
derived an improper personal benefit.  This provision would absolve directors of
personal liability for negligence in the performance of their duties, including
gross negligence.  It would not permit a director to be exculpated, however, for
liability for actions involving conflicts of interest or breaches of the
traditional "duty of loyalty" to the Company and its stockholders, and it would
not affect the availability of injunctive or other equitable relief as a remedy.

              The Company's Bylaws generally require the Company to indemnify
and advance expenses to its directors, officers, employees and other agents to
the fullest extent permitted by Delaware law.  The Company also has entered into
indemnification agreements with each of its existing directors, and plans to
enter into indemnification agreements with directors appointed in the future,
whereby the Company will indemnify each such person against certain claims
arising out of certain past, present or future acts, omissions or breaches of
duty committed by an indemnitee while serving as a Company director.  Such
indemnification does not apply to acts or omissions which are knowingly
fraudulent, deliberately dishonest or arise from willful misconduct.
Indemnification will only be provided to the extent that the indemnitee has not
already received payments in respect of a claim from the Company or from an
insurance company.  Under certain circumstances, such indemnification (including
reimbursement of expenses incurred) will be allowed for liability arising under
the Securities Act.

              The Company has purchased a director's and officers' liability
policy insuring directors and officers of the Company.

Item 7.  EXEMPTION FROM REGISTRATION CLAIMED.

              Not applicable.

Item 8.  EXHIBITS.

              Reference is made to the Exhibit Index.

Item 9.  UNDERTAKINGS.

              The Company hereby undertakes:

              (1)      To file, during any period in which offers or sales are
being made, a post-effective amendment to this registration statement to include
any material information with respect to the plan of distribution not previously
disclosed in the registration statement or any material change to such
information in the registration statement.

              (2)      That, for the purpose of determining any liability under
the Securities Act, each such post-effective amendment shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

                                         II-2

<PAGE>

              (3)      To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

              (4)      That, for the purposes of determining any liability
under the Securities Act, each filing of the Company's annual report pursuant to
Section 13(a) or Section 15(d) of the Exchange Act that is incorporated by
reference in the registration statement shall be deemed to be a new registration
statement relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.

              (5)      Insofar as indemnification for liabilities arising under
the Securities Act may be permitted to directors, officers and controlling
persons of the registrant pursuant to the provisions described in Item 6 or
otherwise, the Company has been advised that in the opinion of the Commission
such indemnification is against public policy as expressed in the Securities Act
and is, therefore, unenforceable.  In the event that a claim for indemnification
against such liabilities (other than the payment by the Company of expenses
incurred or paid by a director, officer or controlling person of the Company in
the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Company will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.


                                         II-3

<PAGE>

                                      SIGNATURES

              Pursuant to the requirements of the Securities Act of 1933, the
undersigned registrant certifies that it has reasonable grounds to believe that
it meets all of the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in Westlake Village, California, on September 3, 1996.

                                  SOUND SOURCE INTERACTIVE, INC.


                                  By:/s/ Vincent J. Bitetti
                                     -------------------------------------
                                     Vincent J. Bitetti,
                                     Chairman and Chief Executive Officer

                                  POWER OF ATTORNEY

              We, the undersigned officers and directors of Sound Source
Interactive, Inc., hereby severally constitute Vincent J. Bitetti and Ulrich E.
Gottschling, and each of them singly, our true and lawful attorneys with full
power to them, and each of them singly, to sign for us and in our names in the
capacities indicated below, the Registration Statement on Form S-8 filed
herewith and any and all amendments (including post-effective amendments) to
said Registration Statement, and generally to do all such things in our name and
behalf in the capacities indicated below to enable Sound Source Interactive,
Inc. to comply with the provisions of the Securities Act of 1933, as amended,
and all requirements of the Securities and Exchange Commission, hereby ratifying
and confirming our signatures as they may be signed by our said attorneys, or
any of them, to said Registration Statement and any and all amendments thereto.

              Pursuant to the Securities Act of 1933, this Registration
Statement has been signed by the following persons in the capacities indicated
on September 3, 1996.

    Signature                                    Title

/s/ Vincent J. Bitetti       Chairman, Chief Executive Officer and Director
- -------------------------    (principal executive officer)
Vincent J. Bitetti

/s/ Eric H. Winston          President, Chief Operating Officer and Director
- -------------------------
Eric H. Winston


/s/ Ulrich E. Gottschling    Chief Financial Officer, Secretary and Treasurer
- -------------------------    (principal financial and accounting officer)
Ulrich E. Gottschling

/s/ Ronald W. Hart           Director
- -------------------------
Ronald W. Hart

/s/ Mark A. James            Director
- -------------------------
Mark A. James

/s/ Ernest T. Klinger
- -------------------------    Director
Ernest T. Klinger


                                         II-4

<PAGE>

                                    EXHIBIT INDEX

Exhibits marked with an asterisk (*) are incorporated by reference to documents
previously filed by Registrant with the Securities and Exchange Commission, as
indicated.  All other documents listed are filed with this Registration
Statement.


EXHIBIT NUMBER                DESCRIPTION
- --------------                -----------

     4.2 *                    Second Restated Certificate of Incorporation of
                              Registrant (Exhibit 3.1 to (Registrant's Form SB-2
                              Registration Statement, Registration No. 33-80827
                              (the "Registration Statement")).

     4.3 *                    Amended and Restated By-laws of Registrant
                              (Exhibit 3.2 to the Registration Statement).

     5.1                      Opinion (including consent) of McDermott, Will &
                              Emery.

     23.1                     Consent of Corbin & Wertz.



                                         II-5
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 15511}]
{"company-data": {"conformed-name": "SOUND SOURCE INTERACTIVE INC /DE/", "cik": "0000907237", "assigned-sic": "7372", "irs-number": "954264046", "state-of-incorporation": "DE", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-11481", "film-number": "96626520"}, "business-address": {"street1": "2985 E HILLCREST DRIVE", "street2": "SUITE A", "city": "WESTLAKE VILLAGE", "state": "CA", "zip": "91362", "phone": "8054949996"}, "former-company": [{"former-conformed-name": "SOUND SOURCE INTERACTIVE INC  /DE/", "date-changed": "19951011"}, {"former-conformed-name": "BASIC SCIENCE ASSOCIATES INC /DE/", "date-changed": "19940810"}, {"former-conformed-name": "SOUND SOURCE INTERACTIVE", "date-changed": "19940525"}]}
As filed with the Securities and Exchange Commission
on September 6, 1996.                                     Registration No. 333-_
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------

                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, DC  20549

                               -----------------------

                                       FORM S-8
                             Registration Statement Under
                              the Securities Act of 1933

                               -----------------------

                            SOUND SOURCE INTERACTIVE, INC.
                (Exact Name of Registrant as Specified in its Charter)

              DELAWARE                                    95-4264046
    (State or Other Jurisdiction of                   (I.R.S. Employer
    Incorporation or Organization)                    Identification No.)

                               2985 E. HILLCREST DRIVE
                                       SUITE A
                         WESTLAKE VILLAGE, CALIFORNIA  91362
                       (Address of Principal Executive Offices)

                            SOUND SOURCE INTERACTIVE, INC.
                                1995 STOCK OPTION PLAN
                               (Full Title of the Plan)

                                ULRICH E. GOTTSCHLING
                               CHIEF FINANCIAL OFFICER,
                               SECRETARY AND TREASURER
                            SOUND SOURCE INTERACTIVE, INC.
                               2985 E. HILLCREST DRIVE
                                       SUITE A
                         WESTLAKE VILLAGE, CALIFORNIA  91362
                       (Name and Address of Agent For Service)

                                    (805) 494-9996
            (Telephone number, including area code, of agent for service)
- --------------------------------------------------------------------------------
                           CALCULATION OF REGISTRATION FEE

                                     Proposed       Proposed
    Title of                         Maximum        Maximum
    Securities      Amount           Offering       Aggregate       Amount of
    to be           to be            Price          Offering        Registration
    Registered      Registered(1)    Per Share(2)   Price(2)        Fee

- --------------------------------------------------------------------------------
Common Stock        500,000 Shares   $5.00          $2,500,000.00   $862.07
(par value $.001)
including Common 
Stock Purchase Options
- --------------------------------------------------------------------------------

1   An undetermined number of additional shares may be issued if the
    anti-dilution adjustment provisions of the plan become operative.

2   Estimated solely for the purpose of calculating the registration fee in
    accordance with rule 457(c) and (h) under the Securities Act of 1933 on the
    basis of the average of the closing bid and asked prices of the Common Stock
    as reported by the NASDAQ SmallCap Market on September 3, 1996.
- --------------------------------------------------------------------------------
PART II

                  INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

              The following documents are incorporated by reference into this
registration statement:

              (1) The prospectus of Sound Source Interactive, Inc. (the
"Company") filed with the Securities and Exchange Commission (the "Commission")
pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the
"Securities Act"), on July 3, 1996, being the most recent prospectus so filed
pertaining to the Company's Registration Statement No. 33-80827.

              (2) The description of the Company's Common Stock contained in
the Company's registration statement on Form 8-A filed with the Commission
pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the
"Exchange Act").

              All documents subsequently filed by the Company pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of
a post-effective amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold, shall be deemed
to be incorporated by reference in this registration statement and to be a part
hereof from the date of filing of such documents (such documents, and the
documents enumerated above, being hereinafter referred to as "Incorporated
Documents"); PROVIDED, HOWEVER, that the documents enumerated above or
subsequently filed by the Company pursuant to Section 13(a), 13(c), 14 and 15(d)
of the Exchange Act in each year during which the offering made by this
registration statement is in effect prior to the filing with the Commission of
the Company's annual report on Form 10-K covering such year shall not be
Incorporated Documents or be incorporated by reference in this registration
statement or be a part hereof from and after the filing of such annual report on
Form 10-K.

              Any statement contained in an incorporated document shall be
deemed to be modified or superseded for purposes of this registration statement
to the extent that a statement contained herein or in any other subsequently
filed Incorporated Document modifies or supersedes such statement.  Any such
statement so modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this registration statement.

Item 4.  DESCRIPTION OF SECURITIES.

              The securities to be offered are registered under Section 12(b)
of the Exchange Act.

Item 5.  INTEREST OF NAMED EXPERTS AND COUNSEL.

              Robert G. Kalik, of counsel to McDermott, Will & Emery, holds a
presently exercisable option to purchase 33,467 shares of Common Stock.

Item 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

              The Company's Certificate of Incorporation provides that a
director of the Company, to the maximum extent now or hereafter permitted by
Section 102(b)(7) of the Delaware General Corporation Law (the "Delaware GCL"),
will have no personal liability to the Company or its stockholders for monetary

                                         II-1
damages for breach of fiduciary duty as a director.  Section 102(b)(7) of the
Delaware GCL currently provides that directors of corporations that have adopted
such a provision will not be so liable, except (i) for any breach of the
director's duty of loyalty to the Company or its stockholders, (ii) for acts or
omissions not in good faith or that involve intentional misconduct or a knowing
violation of law, (iii) as provided under Section 174 of the Delaware GCL for
the payment of certain unlawful dividends and the making of certain stock
purchases or redemptions or (iv) for any transaction from which the director
derived an improper personal benefit.  This provision would absolve directors of
personal liability for negligence in the performance of their duties, including
gross negligence.  It would not permit a director to be exculpated, however, for
liability for actions involving conflicts of interest or breaches of the
traditional "duty of loyalty" to the Company and its stockholders, and it would
not affect the availability of injunctive or other equitable relief as a remedy.

              The Company's Bylaws generally require the Company to indemnify
and advance expenses to its directors, officers, employees and other agents to
the fullest extent permitted by Delaware law.  The Company also has entered into
indemnification agreements with each of its existing directors, and plans to
enter into indemnification agreements with directors appointed in the future,
whereby the Company will indemnify each such person against certain claims
arising out of certain past, present or future acts, omissions or breaches of
duty committed by an indemnitee while serving as a Company director.  Such
indemnification does not apply to acts or omissions which are knowingly
fraudulent, deliberately dishonest or arise from willful misconduct.
Indemnification will only be provided to the extent that the indemnitee has not
already received payments in respect of a claim from the Company or from an
insurance company.  Under certain circumstances, such indemnification (including
reimbursement of expenses incurred) will be allowed for liability arising under
the Securities Act.

              The Company has purchased a director's and officers' liability
policy insuring directors and officers of the Company.

Item 7.  EXEMPTION FROM REGISTRATION CLAIMED.

              Not applicable.

Item 8.  EXHIBITS.

              Reference is made to the Exhibit Index.

Item 9.  UNDERTAKINGS.

              The Company hereby undertakes:

              (1)      To file, during any period in which offers or sales are
being made, a post-effective amendment to this registration statement to include
any material information with respect to the plan of distribution not previously
disclosed in the registration statement or any material change to such
information in the registration statement.

              (2)      That, for the purpose of determining any liability under
the Securities Act, each such post-effective amendment shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

                                         II-2
(3)      To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

              (4)      That, for the purposes of determining any liability
under the Securities Act, each filing of the Company's annual report pursuant to
Section 13(a) or Section 15(d) of the Exchange Act that is incorporated by
reference in the registration statement shall be deemed to be a new registration
statement relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.

              (5)      Insofar as indemnification for liabilities arising under
the Securities Act may be permitted to directors, officers and controlling
persons of the registrant pursuant to the provisions described in Item 6 or
otherwise, the Company has been advised that in the opinion of the Commission
such indemnification is against public policy as expressed in the Securities Act
and is, therefore, unenforceable.  In the event that a claim for indemnification
against such liabilities (other than the payment by the Company of expenses
incurred or paid by a director, officer or controlling person of the Company in
the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Company will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.

                                         II-3
SIGNATURES

              Pursuant to the requirements of the Securities Act of 1933, the
undersigned registrant certifies that it has reasonable grounds to believe that
it meets all of the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in Westlake Village, California, on September 3, 1996.

                                  SOUND SOURCE INTERACTIVE, INC.

                                  By:/s/ Vincent J. Bitetti
                                     -------------------------------------
                                     Vincent J. Bitetti,
                                     Chairman and Chief Executive Officer

                                  POWER OF ATTORNEY

              We, the undersigned officers and directors of Sound Source
Interactive, Inc., hereby severally constitute Vincent J. Bitetti and Ulrich E.
Gottschling, and each of them singly, our true and lawful attorneys with full
power to them, and each of them singly, to sign for us and in our names in the
capacities indicated below, the Registration Statement on Form S-8 filed
herewith and any and all amendments (including post-effective amendments) to
said Registration Statement, and generally to do all such things in our name and
behalf in the capacities indicated below to enable Sound Source Interactive,
Inc. to comply with the provisions of the Securities Act of 1933, as amended,
and all requirements of the Securities and Exchange Commission, hereby ratifying
and confirming our signatures as they may be signed by our said attorneys, or
any of them, to said Registration Statement and any and all amendments thereto.

              Pursuant to the Securities Act of 1933, this Registration
Statement has been signed by the following persons in the capacities indicated
on September 3, 1996.

    Signature                                    Title

/s/ Vincent J. Bitetti       Chairman, Chief Executive Officer and Director
- -------------------------    (principal executive officer)
Vincent J. Bitetti

/s/ Eric H. Winston          President, Chief Operating Officer and Director
- -------------------------
Eric H. Winston

/s/ Ulrich E. Gottschling    Chief Financial Officer, Secretary and Treasurer
- -------------------------    (principal financial and accounting officer)
Ulrich E. Gottschling

/s/ Ronald W. Hart           Director
- -------------------------
Ronald W. Hart

/s/ Mark A. James            Director
- -------------------------
Mark A. James

/s/ Ernest T. Klinger
- -------------------------    Director
Ernest T. Klinger

                                         II-4
EXHIBIT INDEX

Exhibits marked with an asterisk (*) are incorporated by reference to documents
previously filed by Registrant with the Securities and Exchange Commission, as
indicated.  All other documents listed are filed with this Registration
Statement.

EXHIBIT NUMBER                DESCRIPTION
- --------------                -----------

     4.2 *                    Second Restated Certificate of Incorporation of
                              Registrant (Exhibit 3.1 to (Registrant's Form SB-2
                              Registration Statement, Registration No. 33-80827
                              (the "Registration Statement")).

     4.3 *                    Amended and Restated By-laws of Registrant
                              (Exhibit 3.2 to the Registration Statement).

     5.1                      Opinion (including consent) of McDermott, Will &
                              Emery.

     23.1                     Consent of Corbin & Wertz.

                                         II-5