SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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) ~~November~~May 1431, ~~2002~~ 2003

SYMPHONIX DEVICES, INC.

(Exact name of registrant as specified in its charter)

Delaware

000-23767

77-0376250

(State or other jurisdiction

of incorporation)

(Commission File Number)

(I.R.S. Employer

Identification No.)

2331 Zanker Road, San Jose, California		95131-1109
1735 First Street, Suite 311, San Jose, California		95112
(Address of principal executive offices)		(Zip Code)


Registrant’s telephone number, including area code		(408) 232-0710

(Former name or former address, if changed since last report)

Item 5 2. ~~Other~~Acquisition ~~Events~~or Disposition of Assets

On ~~November~~March 1320, ~~2002~~2003, ~~the~~Symphonix ~~Board~~Devices, ofInc., ~~Directors~~Med-El ofElektromedizinische ~~Symphonix~~Geräte ~~Devices,~~Gesellschaft ~~Inc~~m.b.H. ~~deemed~~and ~~advisable~~VIBRANT Med-El Hearing Technology GmbH entered into an Asset Purchase Agreement. Subject to the ~~dissolution~~terms and conditions of the ~~company~~Purchase ~~and~~Agreement, ~~approved~~VIBRANT Med-El, a ~~plan~~wholly-owned subsidiary of ~~complete~~Med-El, ~~liquidation~~will ~~and dissolution~~pay ~~for~~at ~~which~~least $2.0 million to Symphonix ~~will~~in ~~seek~~exchange ~~stockholder~~for ~~approval.~~ownership of certain Symphonix ~~expects~~assets toincluding ~~liquidate~~inventory, property & equipment and intellectual property and the assumption of all ~~assets~~patient-related liabilities, including ~~its~~the ~~intellectual~~warranty ~~property~~of all Vibrant Soundbridges currently in use. Symphonix will receive an additional $0.5 million if and when Med-El is able to manufacture the Vibrant Soundbridge.

~~Attached~~On ~~and~~May ~~incorporated~~31, ~~herein~~2003, ~~are~~Symphonix, aMed-El ~~form~~and ofVIBRANT Med-El ~~plan~~amended ofthe ~~complete~~Asset ~~liquidation~~Purchase ~~and~~Agreement. ~~dissolution~~The ~~and~~amendment aextends ~~press~~to ~~release~~July ~~disseminated~~31, by2003 ~~Symphonix~~the date on ~~November~~which ~~14,~~the ~~2002~~parties inmust ~~connection~~close ~~with~~the transaction before either party may terminate the ~~proposed dissolution~~Asset Purchase Agreement.

The amendment to the Asset Purchase Agreement is filed as an exhibit to this report.

Item 7. Financial Statements and Exhibits

(c)

Exhibits

2.1		Form of Plan of Complete Liquidation and Dissolution.
99.1		Press release dated November 14, 2002.

2.1

Amendment No. 1 to Asset Purchase Agreement.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SYMPHONIX DEVICES, INC. /s/ KIRK B. DAVIS Kirk B. Davis President and Chief Executive Officer Date: November 14, 2002

	SYMPHONIX DEVICES, INC.

Date: May 31, 2003		/s/ TERENCE J. GRIFFIN
		Terence J. Griffin Vice President of Finance and Chief Financial Officer

EXHIBIT INDEX

Exhibit No.
2.1		Amendment No. 1 to Asset Purchase Agreement.

Exhibit Index

Exhibit No.
2.1		Form of Plan of Complete Liquidation and Dissolution.
99.1		Press release dated November 14, 2002.

Filing Compare · SYMPHONIX DEVICES INC