Exhibit 10.1

EMPLOYMENT AGREEMENT

THIS AGREEMENT (the “Agreement”) is made as of December 18, 2007, by and between Virgin Media Inc., a Delaware corporation (the “Company”), and Mr. Charles K. Gallagher (the “Executive”).

WHEREAS, the Company wishes to employ the Executive as Senior Vice President – Finance reporting directly to the Chief Financial Officer, effective as of December 19, 2007 (the “Effective Date”), and

WHEREAS, the Executive wishes to accept such employment and to render services to the Company on the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the mutual covenants contained herein, and other good and valuable consideration, receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

1.             Effectiveness.  This Agreement shall be effective as of the Effective Date.

2.             Employment Term.

(a)          The term of the Executive’s employment pursuant to this Agreement (the “Employment Term”) shall commence as of the Effective Date and shall end on June 30, 2008, unless the Employment Term terminates earlier pursuant to Section 6 of this Agreement (the “Initial Term”) or unless the Employment Term is extended pursuant to Section 2(b).  The Employment Term may be extended by the Company for an additional six months (the “Second Term”) on sixty days’ notice to the Executive prior to the expiration date of the Initial Term.

(b)           Title; Duties.  During the Employment Term, the Executive shall serve as Senior Vice President - Finance reporting directly to the Chief Financial Officer, and shall perform such duties, services and responsibilities as are reasonably requested from time to time by the Chief Financial Officer and normal and customary for this position, including without limitation, leading the Company’s OpEx reduction program; assisting the 2008 budget process; special projects regarding operational finance; and other finance duties as requested by the Chief Executive Officer or the Chief Financial Officer from time to time.  During the Employment Term, the Executive shall be based in the United Kingdom, but shall undertake such overseas travel as is necessary for the proper performance of his duties hereunder.

During the Employment Term, the Executive shall devote substantially all of his time to the performance of the Executive’s duties hereunder.  During the Employment Term, the Executive will not, without the prior written approval of the Chief Executive Officer of the Company, engage in any other business activity which interferes in any material respect with the performance of the Executive’s duties hereunder or which is in violation of written policies established from time to time by the Company.  Nothing contained in this Agreement shall preclude the Executive from devoting a reasonable amount of time and attention during the Employment Term to (i) serving, with the prior approval of the Chief Executive Officer of the Company, as a director, trustee or member of a committee of any not-for-profit organization; (ii) serving on the board of directors of no more than one for-profit company, subject, however, to the Executive giving prior notification to the Chief Executive Officer of the Company and obtaining the consent of the Chief Executive Officer of the Company as to the identity of the company; (iii) engaging in charitable and community activities; (iv) serving as a director of the Company; and (v) managing personal and family investments and affairs, so long as any

activities of the Executive which are within the scope of clauses (i) to (v) of this Section 2(b) do not interfere in any material respect with the performance of the Executive’s duties hereunder.

3.             Monetary Remuneration.

(a)          Salary.  During the Employment Term, in consideration of the performance by the Executive of the Executive’s obligations hereunder to the Company and its parents, subsidiaries, affiliates and joint ventures (collectively, the “Company Affiliated Group”) in any capacity (including any services as an officer, director, employee, member of any Board committee or management committee or otherwise), the Company shall pay to the Executive an annual salary of £250,000 from the Effective Date until the expiration date (the “Base Salary”).  The Base Salary shall be payable in accordance with the normal payroll practices of the Company in effect from time to time for senior management generally; provided, that the Executive may elect to receive all or any portion of the Base Salary in U.S. dollars, subject to the Company’s Exchange Rate Policy in effect from time to time. If the Executive provides services to members of the Company Affiliated Group other than the Company, no additional compensation shall be paid by any such member to the Executive, and any compensation for such services (if any) shall be paid to the Company.

(b)         Cash Bonus/Other.

(i)      The Executive shall be eligible to earn a cash bonus in the discretion of the Chief Executive Officer (in conjunction with the Board or any Committee thereof) of £87,500 at the expiration of the Initial Term if the Executive meets the performance conditions set by the Chief Executive Officer (in conjuction with the Board or any Committee thereof) for the Initial Term (the “Initial Term Performance Conditions”).  If the contract is extended for the

Second Term, the Executive shall be eligible to earn a cash bonus in the discretion of the Chief Executive Officer (in conjuction with the Board or any Committee thereof) of £87,500 at the expiration of the Second Term if the Executive meets the performance conditions set by the Chief Executive Officer (in conjuction with the Board or any Committee thereof) for the Second Term (the “Second Term Performance Conditions”)   The Executive may elect to receive all or any portion of the cash bonus, if any, in U.S. dollars, subject to the Company’s Exchange Rate Policy in effect from time to time.

(ii) During the Employment Term, the Executive shall be eligible to receive options to purchase common stock of the Company described in Appendix A at such exercise prices, schedules as to exercisability and other terms and conditions as may be determined in the sole discretion of the Board or its Compensation Committee under the Virgin Media Inc. 2006 Stock Incentive Plan.

4.             Benefits.

(a)           General. During the Employment Term, the Executive shall be entitled to participate in those employee benefit plans, programs, policies and arrangements (including fringe benefit and executive perquisite programs and policies) set forth on Appendix B in accordance with the terms thereof as they may be in effect from time to time.

(b)           Reimbursement of Expenses.  During the Employment Term, the Company shall reimburse the Executive for all reasonable business expenses incurred by the Executive in carrying out the Executive’s duties, services and responsibilities under this Agreement, so long as the Executive complies with the general procedures of the Company for

submission of expense reports, receipts or similar documentation of such expenses applicable to senior management generally.

5.             Annual Leave.  For each whole and partial calendar year during the Employment Term, the Executive shall be entitled to 25 days of paid vacation (prorated from the Effective Date and for any partial calendar year), to be credited and taken in accordance with the Company’s policy as in effect from time to time.

6.             Termination.

(a)        Termination of Employment. The Company may terminate the employment of the Executive in a Termination Without Cause upon 30 days’ written notice to the Executive.  The Company may (at its discretion) at any time following the giving of such notice (but not exceeding the length of the notice given) cease to provide work for the Executive in which event during such notice period the other provisions of this Agreement shall continue to have full force and effect but the Executive shall not be entitled to access to any premises of the Company or any member of the Company Affiliated Group.  In addition, the employment of the Executive shall automatically terminate as of the date on which the Executive dies or is Disabled.  For the purposes of this Agreement, the Executive shall be “Disabled” as of any date if, as of such date, the Executive has been unable, due to physical or mental incapacity, to substantially perform the Executive’s duties, services and responsibilities hereunder either for a period of at least 180 consecutive days or for at least 270 days in any consecutive 365-day period, whichever may be applicable.  Upon termination of the Executive’s employment during the Employment Term because the Executive dies or is Disabled, the Company shall cause the Executive (or the Executive’s estate, if applicable) to be provided with death or disability benefits (as applicable)

pursuant to the plans, programs, policies and arrangements of the Company Affiliated Group as are then in effect with respect to senior managers.  In addition, upon any termination of the Executive’s employment under Sections 6(a), (b), (c) and (d) during the Employment Term, the Company shall cause the Executive to be paid any earned but unpaid portion of the Base Salary. Immediately following termination of the Executive’s employment for any reason, the Employment Term shall terminate.

(b)        Termination Without Cause; Constructive Termination Without Cause.  Upon a Termination Without Cause or a Constructive Termination Without Cause, the Company shall, as soon as practicable following the Executive’s execution and delivery to the Company of the general release of claims set forth in Section 6(g) and, following the expiration of any applicable revocation period, cause the Executive to be paid a lump-sum cash severance payment equal to the amount of Base Salary to paid to the Executive through to the remainder of the Initial Term or, if at the time of termination the Employment Term has been extended pursuant to Section 2(b), through to the remainder of the Second Term.

(c)        Termination upon Non-Renewal of the Employment Term. Unless extended pursuant to Section 2(b), the Employment Term and the Executive’s employment with the Company shall end on June 30, 2008.

(d)        Termination for Cause; Resignation.  Upon a termination of the Executive’s employment during the Employment Term by the Company for Cause, or upon termination by the Executive with sixty days’ written notice given to the Company (other than a Constructive Termination Without Cause), the Executive shall be entitled to earned but unpaid

Base Salary and benefits through the date of termination, and the Executive shall not be entitled to any other payments or benefits.

(e)        UK Benefits.   The severance payments described above shall be in lieu and inclusive of any salary and other benefits which would be payable to the Executive in respect of any statutory notice period in the UK.

For purposes of this Agreement:

(i)                 A “Constructive Termination Without Cause” means a termination of the Executive’s employment during the Employment Term by the Executive following the occurrence of any of the following events without the Executive’s prior consent: (A) any material adverse diminution in the Executive’s responsibilities or authorities; or (B) assignment to the Executive of duties that are inconsistent, in a material respect, with the scope of duties and responsibilities generally relevant or associated with his position. The Executive shall give the Company 10 days’ notice of the Executive’s intention to terminate the Executive’s employment and claim that a Constructive Termination Without Cause (as defined in (A) or (B) above) has occurred, and such notice shall describe the facts and circumstances in support of such claim in reasonable detail.  The Company shall have 10 days thereafter to cure such facts and circumstances if possible.

(ii)                A “Termination Without Cause” means a termination of the Executive’s employment during the Employment Term by the Company other than for Cause.

(iii)                   “Cause” means (x) the Executive is convicted of, or pleads guilty or nolo contendere to, a felony or to any crime involving fraud, embezzlement or breach of trust; (y) the willful or continued failure of the Executive to perform the Executive’s duties hereunder (other than as a result of physical or mental illness); or (z) in carrying out the Executive’s duties hereunder, the Executive has engaged in conduct that constitutes gross neglect or willful misconduct, unless the Executive believed in good faith that such conduct was in, or not opposed to, the best interests of the Company and each member of the Company Affiliated Group.  The Company shall give the Executive 10 days’ notice of the Company’s intention to terminate the Executive’s employment and claim that facts and circumstances constituting Cause exist, and such notice shall describe the facts and circumstances in support of such claim.  The Executive shall have 10 days thereafter to cure such facts and circumstances if possible.  If the Chief Executive Officer reasonably concludes that the Executive has not cured such facts or circumstances within such time, Cause shall not be deemed to have been established unless and until the Executive has received a hearing before the Chief Executive Officer (if promptly requested by the Executive) and the Chief Executive Officer within 10 days of the date of such hearing (if so requested) reasonably confirms the existence of Cause and the termination of the Executive therefore.

(f)         Effect of Section 409A of the Internal Revenue Code.  If the Executive is a “specified employee” on the date of termination of the Executive’s employment for purposes of Section 409A of the Internal Revenue Code of 1986, as amended, and the regulations there under, notwithstanding any provision of the Agreement relating to the timing of payments to the Executive hereunder, if Section 409A would cause the imposition of the additional tax under Section 409A if paid as provided in Section 6 of the Agreement, then as much of the severance

payment as may be paid without the imposition of the additional tax shall be paid in a lump sum as aforesaid, and any remaining portion of the severance payment shall be paid upon the day following the six-month anniversary of the date of termination. For purposes of this Agreement, “Specified Employee” shall mean a “specified employee” within the meaning of Code section 409A(a)(2)(B)(i), as determined by the Company’s Compensation Committee.

(g)        Release; Full Satisfaction. Notwithstanding any other provision of this Agreement, no notice or severance pay shall become payable under this Agreement unless and until the Executive executes a general release of claims in form and manner reasonably satisfactory to the Company and substantially similar to Appendix C, and such release has become irrevocable (it being the intention of the parties that the Executive provide the Company with a complete release of any and all claims as a condition to the receipt of the severance pay under this Agreement); provided, that the Executive shall not be required to release any indemnification rights, continuing rights to benefits under the Company’s employee benefit plans, or rights to future payments or benefits under this Agreement.  The payment of severance pay to be provided to the Executive pursuant to this Section upon termination of the Executive’s employment shall constitute the exclusive payment in the nature of severance or termination pay or salary continuation which shall be due to the Executive upon a termination of employment and shall be in lieu of any other such payments under any plan, program, policy or other arrangement which has heretofore been or shall hereafter be established by any member of the Company Affiliated Group and shall be in respect of any such claims or payments due or arising from any benefits, rights or entitlements in any jurisdiction.

(h)        Resignation. Upon termination of the Executive’s employment for any reason, the Executive shall be deemed to have resigned from all positions with any member of the Company Affiliated Group, as applicable.

(i)         Cooperation Following Termination. Following termination of the Executive’s employment for any reason, the Executive agrees to reasonably cooperate with the Company upon the reasonable request of the Chief Executive Officer or Chief Financial Officer of the Company and to be reasonably available to the Company with respect to matters arising out of the Executive’s services to any member of the Company Affiliated Group.  The Company shall reimburse or, at the Executive’s request, advance the Executive for expenses reasonably incurred in connection with such matters.

7.         Executive’s Representation.  The Executive represents to the Company that the Executive’s execution and performance of this Agreement does not violate any agreement or obligation (whether or not written) that the Executive has with or to any person or entity including any prior employer.

8.             Executive’s Covenants.

(a)        Confidentiality.  The Executive agrees and understands that the Executive has been, and in the Executive’s position with the Company the Executive will be, exposed to and receive information relating to the confidential affairs of the Company Affiliated Group, including without limitation technical information, business and marketing plans, strategies, customer (or potential customer) information, other information concerning the products, promotions, development, financing, pricing, technology, inventions, expansion plans, business policies and practices of the Company Affiliated Group, whether or not reduced to tangible form,

and other forms of information considered by the Company Affiliated Group to be confidential and in the nature of trade secrets.  The Executive will not knowingly disclose such information, either directly or indirectly, to any person or entity outside the Company Affiliated Group without the prior written consent of the Company; provided, however, that (i) the Executive shall have no obligation under this Section 8(a) with respect to any information that is or becomes publicly known other than as a result of the Executive’s breach of the Executive’s obligations hereunder and (ii) the Executive may (x) disclose such information to the extent he determines that so doing is reasonable or appropriate in the performance of the Executive’s duties or, (y) after giving prior notice to the Company to the extent practicable, under the circumstances, disclose such information to the extent required by applicable laws or governmental regulations or by judicial or regulatory process.  The Executive shall comply with the Company’s data protection policies.  Upon termination of the Executive’s employment, the Executive shall promptly supply to the Company all property, keys, notes, memoranda, writings, lists, files, reports, customer lists, correspondence, tapes, disks, cards, surveys, maps, logs, machines, technical data and any other tangible product or document which has been produced by, received by or otherwise submitted to the Executive in the course of or otherwise in connection with the Executive’s services to the Company Affiliated Group during or prior to the Employment Term.

(b)        Non-Competition and Non-Solicitation. During the period commencing upon the Effective Date and ending on the six month anniversary of the termination of the Executive’s employment with the Company, the Executive shall not, as an employee, employer, stockholder, officer, director, partner, colleague, consultant or other independent contractor, advisor, proprietor, lender, or in any other manner or capacity (other than with respect to the Executive’s services to the Company Affiliated Group), directly or indirectly:

(i)                                     perform services for, or otherwise have any involvement with, a business unit of a person, where such business unit competes directly or indirectly with any member of the Company Affiliated Group by (x) owning or operating broadband or mobile  communications networks for telephone, mobile telephone, cable television or internet services, (y) providing mobile telephone, fixed line telephone, television or internet services or (z) owning, operating or providing any content-generation services or television channels, in each case principally in the United Kingdom (the “Core Businesses”); provided, however, that this Agreement shall not prohibit the Executive from owning up to 1% of any class of equity securities of one or more publicly traded companies;

(ii)                                  hire any individual who is, or within the six months prior to the Executive’s termination was, an employee of any member of the Company Affiliated Group whose base salary at the time of hire exceeded £65,000 per year; or

(iii)                               solicit, in competition with any member of the Company Affiliated Group in the Core Businesses, any business, or order of business from any person that the Executive knows was a current or prospective customer of any member of the Company Affiliated Group during the Executive’s employment;

provided, that, notwithstanding the foregoing, the Executive shall not be deemed to be in violation of clause (i) or (iii) of the foregoing by virtue of acting as an attorney (as partner, associate, shareholder, member or employee) or as vice president, director or managing director or similar position at any accounting firm, law firm, investment banking firm or consulting firm, institutional investor or similar entity, in each case so long as the Executive takes reasonable steps to insulate

himself from the businesses and activities of any such entity that relate to the Core Businesses during any period that this Section 8(b) is in effect.

(c)                                  Proprietary Rights.  The Executive assigns all of the Executive’s interest in any and all inventions, discoveries, improvements and patentable or copyrightable works initiated, conceived or made by the Executive, either alone or in conjunction with others, during or prior to the Employment Term and related to the business or activities of any member of the Company Affiliated Group to the Company or its nominee.  Whenever requested to do so by the Company, the Executive shall execute any and all applications, assignments or other instruments that the Company shall in good faith deem necessary to apply for and obtain trademarks, patents or copyrights of the United States or any foreign country or otherwise protect the interest of any member of the Company Affiliated Group therein.  These obligations shall continue beyond the conclusion of the Employment Term with respect to inventions, discoveries, improvements or copyrightable works initiated, conceived or made by the Executive during the Employment Term.

(d)                                 Acknowledgment.  The Executive expressly recognizes and agrees that the restraints imposed by this Section 8 are reasonable as to time and geographic scope and are not oppressive.  The Executive further expressly recognizes and agrees that the restraints imposed by this Section 8 represent a reasonable and necessary restriction for the protection of the legitimate interests of the Company Affiliated Group, that the failure by the Executive to observe and comply with the covenants and agreements in this Section 8 will cause irreparable harm to the Company Affiliated Group, that it is and will continue to be difficult to ascertain the harm and damages to the Company Affiliated Group that such a failure by the Executive would cause, that the consideration received by the Executive for entering into these covenants and agreements is fair, that the covenants and agreements and their enforcement will not deprive the Executive of

an ability to earn a reasonable living, and that the Executive has acquired knowledge and skills in this field that will allow the Executive to obtain employment without violating these covenants and agreements.  The Executive further expressly acknowledges that the Executive has had the opportunity to consult with counsel or has consulted counsel before executing this Agreement.

9.                                       Indemnification.

(a)                                  To the extent permitted by applicable law, the Company shall indemnify the Executive against, and save and hold the Executive harmless from, any damages, liabilities, losses, judgments, penalties, fines, amounts paid or to be paid in settlement, costs and reasonable expenses (including without limitation attorneys’ fees and expenses), resulting from, arising out of or in connection with any threatened, pending or completed claim, action, proceeding or investigation (whether civil or criminal) against or affecting the Executive by reason of the Executive’s service from and after the Effective Date as an officer, director or employee of, or consultant to, any member of the Company Affiliated Group, or in any capacity at the request of any member of the Company Affiliated Group, or an officer, director or employee thereof, in or with regard to any other entity, employee benefit plan or enterprise (other than arising out of the Executive’s acts of misappropriation of funds or actual fraud).  In the event the Company does not compromise or assume the defense of any indemnifiable claim or action against the Executive, the Company shall promptly pay to the Executive to the extent permitted by applicable law all costs and expenses incurred or to be incurred by the Executive in defending or responding to any claim or investigation in advance of the final disposition thereof; provided, however, that if it is ultimately determined by a final judgment of a court of competent jurisdiction (from whose decision no appeals may be taken, or the time for appeal having lapsed) that the Executive was not entitled to indemnity hereunder, then the Executive shall repay