Talbot Underwriting Services Ltd Gracechurch House 55 Gracechurch Street London EC3V OJP Telephone 020 7550 3500 Facsimile 020 7550 3555 Email central@talbotuw.com www. talbotuw. com 12th August 2008 Mr M E A Carpenter 14 Dynevor Road Richmond Surrey...

Exhibit 10.21.1

Talbot Underwriting Services Ltd
Xxxxxxxxxxx Xxxxx
00 Xxxxxxxxxxx Xxxxxx
Xxxxxx XX0X OJP

Telephone 000 0000 0000
Facsimile 020 7550 3555
Email xxxxxxx@xxxxxxxx.xxx
www. talbotuw. com

12^th August 2008

Mr M E A Xxxxxxxxx
00 Xxxxxxx Xxxx
Xxxxxxxx
Xxxxxx
XX00 0XX

Dear Xxxxxxx

Amendment to Service Agreement dated 12^th July 2007

Further to your discussions with Validus, I am writing to confirm the revised terms of your Service Agreement with Talbot Underwriting Services Ltd, which became effective 3^rd July 2008. These terms are for a 12 month period ending 2^nd July 2009 but can be extended by mutual agreement. In the event of an extension of the agreement, the terms of such extension are to be agreed by 31^st January 2009.

Salary		£140,000 per annum
Pension		20% contribution made by the company
Life assurance		Eight times salary
BUPA		Coverage for employee and spouse
PHI		Coverage is up to 75% of salary
Telephone		Reimbursement of cost of home and mobile telephone calls
Travel		Cost of rail travel to and from work
Shares		You will be awarded $25,000 worth of restricted common stock of Validus Holdings Ltd which will vest on 2nd July 2009.

If you are in agreement to the above terms please sign the attached copy of this letter and return it to me.

Yours sincerely

Xxxx X. Xxxxxxxx
HR Manager

Registered in England number 3043304