Abstract: An audio signal processing circuit reduces noise in an incoming audio signal and is particularly useful in telephone communication systems utilizing one or more hands-free microphones. A preferred embodiment of the audio signal processing circuit includes a pre-emphasis circuit receiving the audio signal from a microphone or other transducer, an amplifier circuit receiving the pre-emphasized audio signal from the pre-emphasis circuit and a de-emphasis circuit receiving the amplified signal from the amplifier circuit. An output of the de-emphasis circuit provides the processed audio signal having an improved signal to noise ratio with minimum audible distortion. A preferred embodiment of the amplification circuit includes an amplifier defining a non-linear transfer function therethrough which provides low gain to the lower amplitude noise signals and higher gain to the higher amplitude audio signals.