General Counsel Employment Agreement

EXHIBIT 10.1

EMPLOYMENT AGREEMENT

This Employment Agreement (the " Agreement" ) is made and entered into effective as of April 11, 2007 (the " Effective Date" ), by and between ALAN W. FAIGIN (the " Executive" ) and FREMONT GENERAL CORPORATION (the " Company" ), and supercedes that Management Continuity Agreement entered into by the parties effective as of August 7, 2006.

RECITALS

A. The Company and the Executive desire to enter into this Agreement in order to provide additional financial security and benefits to the Executive in recognition of past services and to encourage Executive to continue employment with the Company.

B. To accomplish the foregoing objectives, the Board of Directors of the Company (the " Board" ) has directed the Company, upon execution of this Agreement by the Executive, to agree to the terms provided herein.

C. Certain capitalized terms used in the Agreement are defined in Section 6 below.

In consideration of the mutual covenants herein contained, and in consideration of the continuing employment of Executive by the Company, the parties agree as follows:

1. Duties and Scope of Employment.

(a) Position. The Company shall employ the Executive in the position of Senior Vice President, General Counsel and Chief Legal Officer with duties and responsibilities and compensation as in effect as of the Effective Date; provided, however, that the Board shall have the right to revise such responsibilities and compensation from time to time as the Board may deem necessary or appropriate. If any such revision constitutes " Involuntary Termination" (as defined in Section 6(c)), the Executive shall be entitled to benefits upon such Involuntary Termination as provided under this Agreement.

(b) Obligations. The Executive shall devote his full business efforts and time to the Company and its subsidiaries. The foregoing, however, shall not preclude the Executive from engaging in such activities and services as do not interfere or conflict with his responsibilities to the Company.

2. Employment Period. The " Employment Period" commenced as of April 11, 2007 (the " Effective Date" ). Commencing April 11, 2007, the term of this Agreement is thirty-six (36) months, expiring on April 12, 2010. Either party may terminate this Agreement by giving written notice to the other party. In the event notice of termination of this Agreement is given by the Company such notice shall constitute Involuntary Termination and the provisions of Section 4 shall apply.

3. Compensation and Benefits.

(a) Base Compensation. The Company shall pay the Executive as compensation for services a base salary as of the effective date at the annualized rate of $425,000.00. Such salary shall be reviewed at least annually and may be increased from time to time. Such salary shall be paid periodically in accordance with normal Company payroll. The annual compensation specified in this Section 3(a), as adjusted from time to time, is referred to in this Agreement as " Base Compensation" .

(b) Bonus. Beginning with the Company' s current fiscal year and for each fiscal year thereafter during the term of this Agreement, the Executive shall be eligible to participate in any bonus plan or arrangement maintained by the Company of general applicability to other key executives of the Company.

(c) Executive Benefits. The Executive shall be eligible to participate in the employee benefit plans and executive compensation programs maintained by the Company of general applicability to other key executives of the Company, including (without limitation) retirement plans, savings or profit-sharing plans, deferred compensation plans, supplemental retirement or excess-benefit plans, stock option, restricted stock programs, incentive or other bonus plans, life, disability, health, accident and other insurance programs, paid vacations, and similar plans or programs, subject in each case to the generally applicable terms and conditions of the plan or program in question and to the determination of the Board or any committee administering such plan or program.

4. Benefits Upon Termination.

(a) If the Executive' s employment terminates, the Executive shall be entitled to benefits as follows:

(i) Involuntary Termination; Disability; Death. If the Executive' s employment terminates as a result of Involuntary Termination other than for " Cause" or if the Executive' s employment terminates as the result of Disability or Death, then the Company shall pay the Executive (or the Executive' s beneficiary or representative) within ten (10) business days after the Termination Date, a lump sum amount equal to Thirty Six (36) months' Base Compensation of the Executive at the time of such Termination. In addition, the Executive shall be entitled to the payment of an amount equal to the " Target" bonus amount of any bonus plan(s) then in effect of which the Executive is a participant. Such payment shall likewise be made within ten (10) business days of the Termination Date.

(ii) Voluntary Resignation; Termination for Cause. If the Executive' s employment terminates by reason of the Executive' s voluntary resignation, (and is not an Involuntary Termination), or if the Executive is terminated for Cause, then the Executive shall not be entitled to receive severance or other benefits except for those (if any) as may then be established (and applicable) under the Company' s then-existing severance and benefits plans and policies at the time of such termination.

(b) Benefits; Miscellaneous. In the event the Executive is entitled to benefits pursuant to subsection 4 (a)(i) (other than as a result of the Executive' s death), then in addition to such benefits, the Company shall continue to provide the Executive, for thirty-six (36) months after the Termination Date, welfare benefits or such comparable alternative welfare benefits as the Company may, in its discretion, determine to be sufficient to satisfy its obligations to the Executive under this Agreement (including, without limitation, medical, prescription, dental, disability, individual life, group life, accidental death and travel accident plans and programs) which are at least as favorable as the most favorable plans of the Company applicable to other peer executives and their families as of the Termination Date. Notwithstanding the foregoing, if the Executive is covered under any medical, life, or disability insurance plan(s) provided by a subsequent employer, then the amount of coverage required to be provided by the Company hereunder shall be reduced by the amount of coverage provided by the subsequent employer' s medical, life or disability insurance plan(s). The Executive' s rights under this Section 4(b) shall be in addition to, and not in lieu of, any continuation coverage or conversion rights the Executive may have pursuant to applicable law, including without limitation, continuation coverage required by Section 4980B of the Internal Revenue Code.

(c) In addition, (i) the Company shall pay the Executive any unpaid base salary due for periods prior to the Termination Date; (ii) the Company shall pay the Executive all of the Executive' s accrued and unused vacation through the Termination Date; and (iii) following submission of proper expense reports by the Executive, the Company s ...