If you still have program material in Dolby Surround (and who doesn’t), you need this processor. Jim Fosgate was really the inventor of matrixed surround sound, and his analog decoding circuits have never been surpassed for their clarity and ability to extract the finest details from movie soundtracks and CDs. The processor features a true stereo surround program that makes Dolby Surround material sound like Dolby Digital with directional rear effects. Many professionals used the Model 4 as a reference system, including the folks at Widescreen Review. This is a classic piece of audio equipment. In fact, the reason I am selling it is to upgrade to the Fosgate Model 3A (the THX version of the Model 4). I’ve got a DD and DTS decoder, but Dolby Surround movies and all CDs sound better on the Fosgate. No box, but includes new factory remote, detailed programming instructions for the remote, and original Fosgate manual.