8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 8, 2008

VIRGIN MEDIA INC.

(Exact name of Registrant as specified in its charter)

Delaware	File No. 000-50886	59-3778427
(State of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

909 Third Avenue, Suite 2863, New York, New York 10022

(Address of principal executive offices) (Zip Code)

Registrant’s Telephone Number, including Area Code: (212) 906-8440

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

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Item 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.

(d)

Appointment of James A. Chiddix, Andrew Cole and Steven J. Simmons as directors

On July 8, 2008, the board of directors (the “Board”) of Virgin Media Inc. (the “Company”) appointed each of James A. Chiddix, Andrew Cole and Steven J. Simmons as directors of the Company and determined that they are independent for purposes of the NASDAQ listing rules.  Messrs. Chiddix, Cole and Simmons will serve on the Board in the classes noted below and have been named to the committees indicated below.

Name	Class	Committee(s)
James A. Chiddix	Class I (expiring 2011)	Audit Committee (Member)
Andrew Cole	Class II (expiring 2010)	Compensation Committee (Member)
Steven J. Simmons	Class III (expiring 2009)	Compensation Committee (Member)

On July 8, 2008, the Board granted to each of James A. Chiddix, Andrew Cole and Steven J. Simmons an option to purchase 42,980 shares of the Company’s common stock with a per share exercise price of $11.99 pursuant to the Virgin Media Inc. 2006 Stock Incentive Plan and in accordance with the compensatory arrangements for non-executive directors set forth below. These options will vest on March 16, 2009, the same date the options held by the existing non-executive directors will vest. These options are intended to compensate non-executive directors for their services to the Company, to encourage them to remain on the Board and to provide them with appropriate incentives to increase the value of the Company to its shareholders.

The Board also approved the following changes to the compensation of non-executive directors:

· a board or committee meeting fee of $1000 per meeting beyond five scheduled meetings per year for each Board or committee on which the director serves;

· an annual grant of 62,500 options with one year vesting instead of 187,500 options granted every three years with one-third vesting annually. Continuing directors will receive their first annual grant of options under these new arrangements in 2009;

· new non-executive directors would receive a pro rata grant on the date of their appointment with an exercise price based on the mid-market stock price on the grant date;

· the introduction of a Deferred Compensation Plan whereby directors can elect to defer their cash fees into “phantom stock units” that track the Company’s stock price; and

· the introduction of a minimum equity shareholding requirement.

The press release issued by the Company on July 10, 2008 regarding these matters is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 8.01.  Other Events.

On July 8, 2008, the Board increased its size from seven members to ten members and modified the membership of its Audit and Compensation Committees as follows:

Audit Committee	Compensation Committee
George R. Zoffinger (Chair)	Edwin M. Banks (Chair)
Edwin M. Banks	Jeffrey D. Benjamin
Jeffrey D. Benjamin	Andrew Cole
James A. Chiddix	Steven J. Simmons

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Item 9.01. Financial Statements and Exhibits

Exhibit 99.1 Press release, dated July 10, 2008, issued by the Registrant.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: July 11, 2008	VIRGIN MEDIA INC.
	By:	/s/ Bryan H. Hall
		Bryan H. Hall
		Secretary

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EXHIBIT INDEX

Exhibit	Description
99.1	Press release, dated July 10, 2008, issued by the Registrant.

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EX-99.1

Exhibit 99.1

Virgin Media strengthens board of directors with three appointments

James A. Chiddix, Andrew Cole and Steven J. Simmons appointed as independent non-executive directors

Virgin Media (NASDAQ: VMED) today announced the appointment of three independent non-executive directors to its board. James A. Chiddix, Andrew Cole and Steven J. Simmons join Virgin Media’s board of directors following their appointment on July 8, 2008.

Commenting on their appointment, Jim Mooney, Chairman of Virgin Media, said: “Individually and collectively, James, Andrew and Steven bring to our board a wealth of experience in the entertainment and communications industries. Their strategic insight will help Virgin Media capitalize on its unique assets and put its technology at the heart of a differentiated consumer offering.”

James A. Chiddix has over 35 years experience in the cable industry and currently sits on the board of directors at OpenTV Corp., a NASDAQ listed developer of operating software and applications for digital set-top boxes, and Vyyo, Inc., a NASDAQ listed manufacturer of extended-bandwidth cable TV transmission equipment. He also serves as vice-chairman for both companies. Mr. Chiddix also sits on the boards of telecommunications companies Symmetricom, Inc. and Dycom Industries, Inc. Mr. Chiddix’s established career includes his role as chief technical officer of Time Warner Cable where, for 15 years, he was responsible for technology strategy, engineering and R&D and led the development of optical fibre technology for cable television systems as well as other emerging technologies including local ad insertion, video on demand, cable modems and digital set-top boxes.(1)

Andrew Cole has been chief marketing officer and senior vice president at Asurion, a leading handset insurance company, since 2007. Prior to joining Asurion, Mr. Cole was president of CSMG Adventis, a strategic consultancy focused exclusively on the communications, computing, media and entertainment markets. Mr. Cole has also held positions at A.T. Kearney, a strategic & operations consultancy, where he led the telecom and media practice and worked extensively with major global cable, telecom and media firms, and the LEK Consulting Group in the UK.(2)

Steven J. Simmons is Chairman and CEO of Simmons/Patriot Media & Communications, LLC, a company he founded. He is also Chairman of cable companies PPR Media, LLC and Patriot Media Consulting, LLC. In 2006, he was recognized as “US Independent Cable Operator of the Year”. Mr. Simmons holds the position of Governor on the Broadcasting Board of Governors, an independent federal agency supervising all US non-military global broadcasting and internet outreach. Prior to his successful and long-running career in the cable industry, Mr. Simmons was an associate director of the Domestic Policy Staff at the White House where his responsibilities included helping to define domestic communications policy.(3)

Ends

Notes to editors

(1) Further biographical information on James A. Chiddix

Previous roles include president of MystroTV, a unit of Time Warner Inc., chief engineer at Oceanic Cable in Honolulu and general manager at Waianae Cablevision.

(2) Further biographical information on Andrew Cole

As a consultant, Mr. Cole was particularly noted for his support for Apple’s iPhone entry, the Google Android strategy and Sprint’s successful MVNO support strategy.

(3) Further biographical information on Steven J. Simmons

Mr. Simmons co-founded, and currently chairs, the Entrepreneurs Club, a group of 25 former and present cable company Chairmen and CEOs. He has also been elected to the Cable TV Pioneers and sat on the National Cable Television Association’s Board of Directors. Mr. Simmons’ first company in the cable industry, Simmons Communications, was formed in 1982 and grew to serve customers in 20 US states.  Mr. Simmons has an AB degree from Cornell University and a JD from Harvard Law School.

Media contacts

Virgin Media Corporate PR:

Emma Hutchinson

+44 (0) 20 7909 2022

Emma.hutchinson@virginmedia.co.uk

M: Communications

Brigitte Trafford

+44 (0) 20 7153 1287

trafford@mcomgroup.com

James Hill

+44 (0) 20 7153 1530

hill@mcomgroup.com

Georgina Briscoe

+44 (0) 20 7153 1530

briscoe@mcomgroup.com

Investor relations

Virgin Media Investor Relations:

Richard Williams

+44 (0) 20 7299 5479

richard.williams@virginmedia.co.uk

Vani Bassi

+44 (0) 20 7299 5353

vani.bassi@virginmedia.co.uk