CHANGE IN CONTROL AGREEMENT

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                                                                   Exhibit 10.16

                           CHANGE IN CONTROL AGREEMENT

                                                      _____________ ___, 200_

Dear _____________________,

          This letter agreement   ("Agreement")   will confirm the terms of certain
compensation due to you by SoundBite Communications, Inc. and any successor (the
"Company") in the event of a change in control of the Company.

         1.   Upon the (i) sale by the Company, whether in cash or securities, of
all or substantially all of its assets or (ii) merger or consolidation of the
Company with or into another entity in a transaction where the shares of the
Company's capital stock outstanding immediately prior to the closing of such
merger or consolidation represent or are converted into or exchanged for shares
that represent less than a majority of the shares of capital stock of the
resulting or surviving entity outstanding immediately after the closing of such
merger or consolidation (each of the foregoing being referred to as "Change in
Control"), then 25% of all unvested stock, options, awards and purchase rights
granted to you under any of the stock plans or stock option plans of the Company
prior to such Change in Control shall immediately become fully vested and
exercisable as of the effective date of a Change in Control. Notwithstanding
the foregoing, the issuance by the Company of its capital stock in an equity
financing, either in a private or public transaction, shall not constitute a
Change in Control.

        2.   Upon the occurrence of any one of the events set forth in (A), (B)
or (C) below within six (6) months following the closing of a Change in Control,
you will be entitled to receive 100% of all unvested stock, options, awards and
purchase rights granted to you under any of the stock plans or stock option
plans of the Company prior to the occurrence of any such event shall immediately
become fully vested and exercisable as of the effective date of such event:

                (A)       the termination of your employment for any reason other
                         than Cause (as defined below); or

                (B)       the substantial reduction in the scope or nature of
                          your responsibilities, duties, authorities, position,
                         powers or reporting structur