On October 23, 2008, the Board of Directors of Centillium Communications, Inc. ("Centillium") approved the amendment of the (1) the Change of Control Severance Agreement dated as of December 14, 2000, as amended by Amendment No. 1 to Change of Control Severance Agreement between Faraj Aalaei and Centillium and (2) the Amended and Restated Change of Control Severance Agreement dated as of February 16, 2007 between Linda C. Reddick and Centillium (such amendments, collectively, the " Change of Control Agreement Amendments"). The Change of Control Agreements were amended to revise the terms of the change of Control Agreements to provide for a definition of "Good Reason" that satisfies the "safe harbor" definition provided for in the final treasury regulations issued pursuant to Section 409A of the Internal Revenue Code with respect to certain of the payments that may be provided pursuant to the Agreements. The Change of Control Agreement Amendments will not increase the amounts payable to Mr. Aalaei and Ms. Reddick under their Change of Control Severance Agreement and Amended and Restated Change of Control Severance Agreement, respectively.

The Amendments to Change of Control Agreements are attached as exhibits to this Current Report on Form 8-K.

(d) Exhibits.

Exhibit
Number           Description
10.1             Amendment to Change of Control Severance Agreement dated October
                 23, 2008 between Centillium Communications, Inc. and Faraj
                 Aalaei.
10.2             Amendment to Change of Control Severance Agreement dated October
                 23, 2008 between Centillium Communications, Inc. and Linda C.
                 Reddick.