The idea of surround sound from only two speakers is intriguing; the ability to upgrade a stereo system inexpensively would be great. However, none of the previous processors, such as Spatializer and SRS, have succeeded. Well, this new product comes much closer to achieving this goal than anything before it. It actually will make you believe you're listening to 5 speakers. It uses psychoacoustics to "trick" your brain into believing sound is coming from beside/behind you. It's startling to hear pink noise over your shoulder when you know there's nothing there. But the proof's in the listening. I watched scene after scene, testing it with both aggressive and subtle matrix mixes. It performed wonderfully. The drawbacks? A narrow "sweet spot" that falls apart gently when you move off-center; the other is the surround channel sounds somewhat muffled and like it's played back on cheapo speakers. Would I recommend it over a true surround system? No...but for a secondary system, or someone on a tight budget, this thing's worth a try. I doubt you'll be disapointed. Oh, I almost forgot; it's only $100! For more info, check out www.vls-toltec.com. No, I don't have anything to do with the company. Three and a half stars.