UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 11, 2004 AUDIOVOX CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 0-28839 13-1964841 (State or other jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification Number) 150 Marcus Boulevard, Hauppauge, New York 11788 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (631) 231-7750 NONE (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS On June 14, 2004 Audiovox Corporation (the "Company") announced that its majority owned subsidiary, Audiovox Communications Corp. ("ACC") had entered into a definitive agreement to sell selected assets and liabilities to UTStarcom, Inc. (the "Asset Purchase Agreement"). Annexed to the Asset Purchase Agreement as Exhibits were forms of, among other documents, an Escrow Agreement, a Transition Services Agreement and a Trademark License Agreement, all of which are attached as an exhibit to this report (the "Agreements"). At the closing of the Asset Purchase Agreement, Seller and Purchaser shall enter into the Agreements substantially in the form attached hereto. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits. Exhibit No. Description Exhibit 99.1Form of Escrow Agreement Exhibit 99.2Form of Transition Services Agreement Exhibit 99.3Form of Trademark License Agreement SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. AUDIOVOX CORPORATION Dated: August 10, 2004 By: /s/ Charles M. Stoehr --------------------------------- Charles M. Stoehr Senior Vice President and Chief Financial Officer