A Harmonic Generator for audio applications and a Pre-Amplifier circuit are combined to form a Harmonic Generator and Pre-Amplifier circuit. The Harmonic Generator is formed from a Buffer Circuit responsive to an input program signal for buffering the input program signal and for providing a buffered input program signal. A Modulator Circuit is coupled to receive the buffered input program signal and generates harmonics in response to changes in amplitude of the program input signal to provide a modulated input program signal. A Summing Circuit adds the buffered input program signal and the modulated input program signal to provide a composite modulated input program signal. The Pre-Amplifier is coupled to receive the composite modulated input programing signal and process the signal in three audio frequency bands to provide a compensated output signal that includes harmonics generated by the modulator.