exv10w61









Exhibit 10.61




*** Text Omitted and Filed Separately

Confidential Treatment Requested

Under 17 C.F.R. §§ 200.80(b)(4)

and 240.24b-2




AMENDMENT TO THE PATENT PURCHASE AGREEMENT

(THE “AMENDMENT”)




     QUALCOMM Incorporated, a Delaware corporation (“Purchaser”), and Applied Micro Circuits
Corporation, a Delaware corporation (“Seller”) hereby agree to amend that certain Patent Purchase
Agreement made and entered into by and between Purchaser and Seller effective on July 11, 2008 (the
“Agreement”) as set forth below.



     Whereas, Purchaser and Seller previously entered into an amendment to the Agreement and desire
to supersede and replace in its entirety that amendment with the amendment set forth below, which
is to be effective as of July 11, 2008.



     Now, Therefore, for and in consideration of the mutual promises and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, Seller and Purchaser
hereto, intending to be legally bound, hereby agree as follows:



AMENDMENT:



1. Effect of this Amendment. This amendment shall supersede and replace in its entirety,
effective as of July 11, 2008, the prior amendment to the Agreement that was previously entered
into by Purchaser and Seller.



2. Section 5.3(e) of Main Body of Agreement. The last sentence of Section 5.3(e) of the
main body of the Agreement is hereby deleted and replaced with the following:




        “Subsequent to the filing by Seller of a redacted version of this Agreement with the SEC
that redacts or omits provisions in the Agreement agreed to by the Parties, Seller may disclose to
third parties those provisions of such redacted version of the Agreement that are publicly
available through the SEC’s EDGAR website; provided, however, that, in connection with any such
disclosure, Seller does not disclose any of the redacted or omitted provisions of such redacted
version of the Agreement.”


3. Section 2.1 of Schedule 2.5 to the Agreement. The last sentence of Section 2.1 of
Schedule 2.5 of the Agreement is hereby deleted and replaced with the following:




     “[...***...]”





 




			
	*	 	Confidential Treatment Requested





Purchaser and Seller Confidential




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4. Subsection (ii) of Section 5.3 of Schedule 2.5 (Retained Rights) of the Agreement.
Subsection (ii) of Section 5.3 of Schedule 2.5 (Retained Rights) of the Agreement is hereby
deleted and replaced with the following:




     “(ii) [...***...]”


5. No Other Amendment or Modification. Except as expressly set forth in this Amendment,
the Agreement shall remain in full force and effect without modification. The terms and conditions
of this Amendment and the Agreement shall not be amended, modified, altered or supplemented other
than by a means of written instrument duly executed and delivered on behalf of Purchaser and
Seller.



IN WITNESS WHEREOF, Purchaser and Seller have caused this Amendment to be executed by their duly
authorized representatives to be effective as of July 11, 2008.




	 	 	 	 	 	 	 	 	 	 	 
	QUALCOMM Incorporated	 	 	 	Applied Micro Circuits Corporation	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	By:

	 	/s/ Philip J. Fries, Jr.
 

	 	 	 	By:
	 	/s/ Cynthia J. Moreland
 

	 	  
	 
	Name: Philip J. Fries, Jr.	 	 	 	Name: Cynthia J. Moreland	 	 
	 
	Title: VP & Legal Counsel	 	 	 	Title:  VP, General Counsel	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	Date: 7/14/08	 	 	 	Date: 7/14/08	 	 








 




			
	*	 	Confidential Treatment Requested





Purchaser and Seller Confidential





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