Item 1.01. Entry into a Material Definitive Agreement.
On December 31, 2008, the Board of Directors of Citizens Business Bank (the "Bank"), a wholly-owned subsidiary of CVB Financial Corp. (the "Company") entered into new severance compensation agreements (the "Severance Agreements") with each of Messrs. Edward J. Biebrich, James Dowd, Todd Hollander and Christopher Walters (collectively, the "Executive Officers"). The Severance Agreements replace certain previously entered into severance agreements with each of the Executive Officers to comply with the provisions of Section 409A of the Internal Revenue Code and to extend the term of such severance agreements to December 2011. As with the severance agreements previously entered into with each of the Executive Officers, these severance agreements, provide for, among other things, a payment of two times (2x) annual base compensation for the immediately preceding calendar year and two times (2x) average annual bonus received for the last two calendar years immediately preceding a "Change in Control" of the Bank or the Company and termination of the Executive Officer's employment within one year after such change in control for any reason. A copy of each Executive Officer's Severance Agreement is attached hereto as Exhibits 10.1, 10.2, 10.3 and 10.4 , and incorporated herein by reference. Item 9.01. Financial Statements and Exhibits.
(a) Exhibits.

Exhibit No. Description 10.1 Severance Compensation Agreement with Edward J. Biebrich, Jr., dated December 31, 2008 10.2 Severance Compensation Agreement with James Dowd, dated December 31, 2008 10.3 Severance Compensation Agreements with Todd Hollander, dated December 31, 2008 10.4 Severance Compensation Agreement with Christopher Walters, dated December 31, 2008

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