Abstract: An analog rate changer which has a pair of fall-through registers that are controlled to develop analog output signals which bear substantially the same wave shape and amplitude information borne by the analog input signals, but which have a selected greater or lesser frequency spectrum than that of the analog input signals. In a time contraction mode in which the frequency spectrum is reduced, digital signals corresponding to the analog input signals are alternately clocked into the two fall-through registers at a write rate and continuously clocked out of both registers at a read rate which is less than the write rate. In a time expansion mode in which the frequency spectrum is increased, the digital signals are continuously clocked into both registers at a write rate and alternately clocked out of the registers at a read rate which is greater than the write rate.