Class-D amplifiers have evolved from using binary pulse-width modulation (PWM) modulators to three-level PWM modulators. Three-level PWM drivers for audio applications offer the benefits of eliminating costly elements at the output of an audio system. However, they also introduce increased common-mode interference. Three-level PWM generates three states, but one state has two interchangeable representations which can be scrambled in order to shape the common-mode output spectrum.