Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On February 2, 2009, Peter T. Bulger resigned as President and Chief Operating Officer of U.S. Home Systems, Inc. (the "Company") to pursue other business opportunities. The Board of Directors has appointed Murray H. Gross as President to replace Mr. Bulger. Mr. Gross currently serves as the Company's Chief Executive Officer and Chairman of the Board and previously served as President of the Company from 2001 to March 2007. Mr. Gross' biography appears in the "Proposal One - Election of Directors" section of the Company's 2008 proxy statement filed with the SEC on April 21, 2008 and is incorporated by reference herein. The Company has not made a decision regarding filling the position of Chief Operating Officer and for the foreseeable future, Mr. Gross will assume the day-to-day operations of the Company as well as continue to serve as the Company's Chief Executive Officer.

As previously reported in the Current Report on Form 8-K filed with the SEC on December 16, 2008, the Company entered into a new employment agreement with Mr. Gross to continue his services as the Company's Chief Executive Officer through 2011. Mr. Gross will not receive additional compensation for also serving as President of the Company.