Exhibit 10.1

INTEGRATED TELECOM EXPRESS, INC.

JAMES G. REGEL EMPLOYMENT AGREEMENT

This Agreement is entered into as ofSeptember 24,2001, (the "Effective
Date") by and between Integrated Telecom Express, Inc. (the "Company"), and James G. Regel
("Executive").

1.Duties and Scope of Employment.



2.At-Will Employment.The parties agree that Executive's employment with the Company will
be "at-will" employment and may be terminated at any time with or without cause or notice. Executive understands and agrees that neither his job performance nor promotions, commendations,
bonuses or the like from the Company give rise to or in any way serve as the basis for modification, amendment, or extension, by implication or otherwise, of his employment with the Company.

3.Compensation.



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4.Employee Benefits.During the Employment Term, Executive will be entitled to participate in the
employee benefit plans currently and hereafter maintained by the Company of general applicability to other senior executives of the Company, including, without limitation, the Company's group medical,
dental, vision, disability, life insurance, and flexible-spending account plans. The Company reserves the right to cancel or change the benefit plans and programs it offers to its employees at any
time.

5.Paid Time Off.Executive shall proportionately accrue paid time off of up to 18 days per year
in accordance with Company policies, with the timing and duration of specific time off mutually and reasonably agreed to by the parties hereto.

6.Expenses.The Company will reimburse Executive for reasonable travel, entertainment or other
expenses incurred by Executive in the furtherance of or in connection with the performance of Executive's duties hereunder, in accordance with the Company's expense reimbursement policy as in effect
from time to time.

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7.Severance.



8.Change of Control Benefits.



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9.Limitation on Payments.In the event that the severance and other benefits provided for in this
Agreement or otherwise payable to the Executive (i) constitute "parachute payments" within the meaning of Section 280G of the Code and (ii) but for this Section 8, would be
subject to the excise tax

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imposed by Section 4999 of the Code, then the Executive's severance benefits under Section 7 shall be either:



whichever
of the foregoing amounts, taking into account the applicable federal, state and local income taxes and the excise tax imposed by Section 4999, results in the receipt by the Executive
on an after-tax basis, of the greatest amount of severance benefits, notwithstanding that all or some portion of such severance benefits may be taxable under Section 4999 of the
Code. Unless the Company and the Executive otherwise agree in writing, any determination required under this Section 8 shall be made in writing by the Company's independent public accountants
immediately prior to Change of Control (the "Accountants"), whose determination shall be conclusive and binding upon the Executive and the Company for
all purposes. For purposes of making the calculations required by this Section 8, the Accountants may make reasonable assumptions and approximations concerning applicable taxes and may rely on
reasonable, good faith interpretations concerning the application of Sections 280G and 4999 of the Code. The Company and the Executive shall furnish to the Accountants such information
and documents as the Accountants may reasonably request in order to make a determination under this Section. The Company shall bear all costs the Accountants may reasonably incur in connection with
any calculations contemplated by this Section 8.

10.Definitions.



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11.Confidential Information.Executive agrees to enter into the Company's standard Confidential
Information and Invention Assignment Agreement (the "Confidential Information Agreement") upon commencing employment hereunder.

12.Conditional Nature of Severance Payments.



13.Assignment.This Agreement will be binding upon and inure to the benefit of (a) the heirs,
executors and legal representatives of Executive upon Executive's death and (b) any successor of the Company. Any such successor of the Company will be deemed substituted for the Company under
the

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terms of this Agreement for all purposes. For this purpose, "successor" means any person, firm, corporation or other business entity which at any time,
whether by purchase, merger or otherwise, directly or indirectly acquires all or substantially all of the assets or business of the Company. None of the rights of Executive to receive any form of
compensation payable pursuant to this Agreement may be assigned or transferred except by will or the laws of descent and distribution. Any other attempted assignment, transfer, conveyance or other
disposition of Executive's right to compensation or other benefits will be null and void.

14.Notices.All notices, requests, demands and other communications called for hereunder shall be in
writing and shall be deemed given (i) on the date of delivery if delivered personally, (ii) one (1) day after being sent by a well established commercial overnight service, or
(iii) four (4) days after being mailed by registered or certified mail, return receipt requested, prepaid and addressed to the parties or their successors at the following addresses, or
at such other addresses as the parties may later designate in writing:



15.Severability.In the event that any provision hereof becomes or is declared by a court of competent
jurisdiction to be illegal, unenforceable or void, this Agreement will continue in full force and effect without said provision.

16.Arbitration.



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17.Integration.This Agreement, together with the Option Plan, Option Agreements and the Confidential
Information Agreement, represent the entire agreement and understanding between the parties as to the subject matter herein and supersede all prior or contemporaneous agreements whether written or
oral. No waiver, alteration, or modification of any of the provisions of this Agreement will be binding unless in writing and signed by duly authorized representatives of the parties hereto.

18.Waiver of Breach.The waiver of a breach of any term or provision of this Agreement, which must be
in writing, shall not operate as or be construed to be a waiver of any other previous or subsequent breach of this Agreement.

19.Headings.All captions and section headings used in this Agreement are for convenient reference
only and do not form a part of this Agreement.

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20.Tax Withholding.All payments made pursuant to this Agreement will be subject to withholding of
applicable taxes.

21.Governing Law.This Agreement will be governed by the laws of the State of California (with the
exception of its conflict of laws provisions).

22.Acknowledgment.Executive acknowledges that he has had the opportunity to discuss this matter with
and obtain advice from his private attorney, has had sufficient time to, and has carefully read and fully understands all the provisions of this Agreement, and is knowingly and voluntarily entering
into this Agreement.

23.Counterparts.This Agreement may be executed in counterparts, and each counterpart shall have the
same force and effect as an original and shall constitute an effective, binding agreement on the part of each of the undersigned.

[Remainder of Page Intentionally Left Blank]

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IN WITNESS WHEREOF, each of the parties has executed this Agreement, in the case of the Company by their duly authorized officers, as of the day and year first above written.

|COMPANY:                         |  |                        |  |                
|-------------------------------- |  | ---------------------- |  | ---------------
|INTEGRATED TELECOM EXPRESS, INC. |  |                        |  |                
|By:                              |  | /s/ DANIEL CHEN        |  | Date:          
|Title:                           |  | Chairman & interim CEO |  |                
|EXECUTIVE:                       |  |                        |  |                
|/s/ JAMES G. REGELJAMES G. REGEL |  | Date:                  |  | August 29, 2001

[SIGNATURE PAGE TO JAMES G. REGEL EMPLOYMENT AGREEMENT]

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