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                                                                   EXHIBIT 10.1


                         Tekelec 1998 Officer Bonus Plan


The Company's executive compensation program for the year ending December 31,
1998 includes the 1998 Officer Bonus Plan as approved by the Company's Board of
Directors. Under the terms of the 1998 Officer Bonus Plan, each executive
officer is eligible to receive a cash bonus equal to a percentage of his annual
base salary if the Company achieves certain pre-established financial
performance goals for the year ending December 31, 1998. Bonuses under such Plan
are only paid if the Company's revenues and operating income meet or exceed both
a threshold 100% of the revenue goal and operating income goal as set forth in
the Company's business plan and as approved by the Board of Directors.

The following schedules list the various bonus levels achievable for the various
executive officers at certain levels of corporate and divisional performance for
1998. Bonuses are calculated and paid according to these following schedules
which are used by applying the applicable bonus percentage to the annual base
salary for the eligible officer.

Bonus payments, if any, will be made in one lump sum payable after the revenue
and operating income results for fiscal 1998 have been finalized and any review
and audit by the Company's outside accountants has been completed.

Unless additional officers are explicitly included in the 1998 Officer Bonus
Plan pursuant to a subsequent, duly adopted Board resolution, only the following
officers of the Company are eligible to participate in the 1998 Officer Bonus
Plan: Chief Executive Officer; President; Vice President, Finance, Chief
Financial Officer; Division Executives; Vice President, Operations; Vice
President, Human Resources; and the President of Tekelec, Ltd.

If an officer is subject to divisional financial performance goals, the officer
must meet the applicable divisional goals as well as the applicable Company
goals in order to be eligible to receive a bonus under the Plan.



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                            1998 EXECUTIVE BONUS PLAN


A.      PRESIDENT AND CEO


                                                                    CORPORATE
                                                           FINANCIAL PERFORMANCE GOALS
                                                           ---------------------------
                                                                              
                                                          100.00%       105.00%    110.00%
        Bonus payout as a percentage of base salary        17.50%        35.00%     70.00%



B.      VP FINANCE & CFO


                                                                    CORPORATE
                                                           FINANCIAL PERFORMANCE GOALS
                                                           ---------------------------
                                                                              
                                                          100.00%       105.00%    110.00%
        Bonus payout as a percentage of base salary        12.50%        25.00%     50.00%



C.      DIVISION EXECUTIVES


                                                                    
         DIVISION FINANCIAL                                        CORPORATE
          PERFORMANCE GOAL                                 FINANCIAL PERFORMANCE GOALS
          ----------------                                 ---------------------------
                                                                       
                                                          100.00%       105.00%    110.00%   
                 100.00%            Bonus Payout           12.50%        12.50%     12.50%
                 105.00%           as a percentage         18.75%        25.00%     25.00%
                 110.00%           of base salary          25.00%        37.50%     50.00%



D.      VP OPERATIONS/VP HUMAN RESOURCES


                                                                    CORPORATE
                                                           FINANCIAL PERFORMANCE GOALS
                                                           ---------------------------
                                                                              
                                                          100.00%       105.00%    110.00%
        Bonus payout as a percentage of base salary         6.25%        12.50%     25.00%



E.      PRESIDENT TEKELEC JAPAN
                                                                    


       TEKELEC JAPAN FINANCIAL                                       CORPORATE
         PERFORMANCE GOAL                                  FINANCIAL PERFORMANCE GOALS
         ----------------                                  ---------------------------
                                                                         
                                                          100.00%       105.00%    110.00%
                 100.00%            Bonus Payout            5.00%         5.00%      5.00%
                 105.00%           as a percentage          7.50%        10.00%     10.00%
                 110.00%           of base salary          10.00%        15.00%     20.00%