Second Amendment to Employment Agreement

EXHIBIT 10.1

Second Amendment to Employment Agreement

On or about January 19, 2009,        (“ Executive ”), Freescale Holdings GP, Ltd. (“ GP ”) and Freescale Semiconductor, Inc. (“ Freescale ”) executed an “Amendment to Employment Agreement” agreeing to a 10% reduction of Executive’s then current base salary provided for in the Employment Agreement (“ Agreement ”) previously executed among GP, Freescale and Executive. Freescale and Executive now agree to the following Second Amendment (“ Second Amendment ”) to the Agreement:

Executive consents to an additional 3.85% reduction of Executive’s current reduced base salary. Executive understands that this additional salary reduction will be effective immediately, and will continue until December 31, 2009, unless Freescale, in its sole discretion, decides to restore Executive’s current base salary prior to that date. As consideration for the additional salary reduction, ten (10) additional days of Paid Time Off (PTO) will be added to the existing PTO balances, with five (5) days