X0202 4 2005-01-03 0 0000844789 US HOME SYSTEMS INC USHS 0001249607 BUCHHOLZ DON A 1201 ELM STREET STE 3500 DALLAS TX 75270 1 0 0 0 Common Stock 2005-01-03 4 J 0 787 6.35 A 77787 D Common Stock 50000 I See footnote Common Stock 457154 I See footnote After this transaction, Mr. Buchholz beneficially owns, directly and indirectly, 584,941 shares of common stock. Pursuant to the USHS Non-Employee Director Compensation Plan, each non-employee director shall receive an annual retainer of $15,000 of which $5,000 shall be paid by the Company by issuing shares of its common stock in lieu of cash compensation. The plan provides that the number of shares of common stock to be issued in lieu of the $5,000 cash payment shall be based on the closing sales price of the Companys common stock on the first business day of each year. The Companys closing sales price of its common stock as quoted on the Nasdaq National Market System on January 3, 2005 was $6.35. The 787 shares were issued to the director in lieu of a cash payment of $5,000. The remaining $10,000 annual retainer will be paid in quarterly payments of $2,500, which at the option of the director may be paid in cash or in shares of common stock of the Company. Represents 50,000 shares held by Buchholz Investments, which is a general partnership. The partners are Don A. Buchholz, his spouse (Ruth Buchholz), his son (Robert Buchholz) and his daughter (Chrystine B. Roberts). Robert Buchholz has voting and investment power with regard to the 50,000 shares owned by the partnership. Don A. Buchholz and his spouse jointly own a one-third interest in the partnership and his son and daughter each own a one-third interest. Represents 457,154 shares of common stock held by SWS Group, Inc. of which Mr. Buchholz is the Chairman of the Board. /s/ Don A. Buchholz 2005-01-04