EXHIBIT 10.1

                              EMPLOYMENT AGREEMENT

          This  is  an  Agreement  made  and entered into as of January 4, 2006,
between  AIR  METHODS  CORPORATION,  a Delaware corporation (the "Company"), and
Michael  D.  Allen  (the  "Executive").

                                    RECITALS

          Executive  is presently employed by the Company and has been since the
year  1992.  As  of the date of this Agreement, the Executive has been appointed
to the position of Senior Vice President, Air Medical Services.  The Company and
the  Executive desire to set forth in this Agreement the terms and conditions of
the Executive's continued employment by the Company, effective as the date first
set  forth  above.


                                    AGREEMENT

          In  consideration of the mutual promises contained herein, the receipt
and  sufficiency  of  which are hereby acknowledged, the parties hereby agree as
follows:

          1.     Employment;  Position;  Term.  The  Company  hereby employs the
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Executive,  and the Executive hereby accepts employment with the Company, in the
capacity  of Senior Vice President, Air Medical Services.  Subject to Section 4,
the  term  of  the  Executive's employment under this Agreement shall be through
December  31, 2006.  The term of this Agreement shall be extended for successive
one-year  periods on January 1 of each year beginning January 1, 2007, unless on
or  before  three  months  prior  to  any  such  renewal date the Company or the
Executive  provides  written  notice to the other of its or his intention not to
renew.

          2.     Duties,  Responsibilities  and  Authority.  In  his capacity as
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Senior  Vice  President,  Air Medical Services, the Executive shall have primary
responsibility  for  the  management  of  the  hospital  based operations of the
Company, which shall be conducted in accordance with policies established by the
Company's  board  of directors (the "Board").  The Executive shall report to and
be  subject  to  the  direction and control of the Chief Operating Officer.  The
Executive  shall  devote his full professional and managerial time and effort to
the  performance  of  his duties as Senior Vice President, Air Medical Services,
and  he  shall not engage in any other business activity or activities which, in
the  mutual  judgment of the Executive and the Board, do, in fact, conflict with
the  performance  of  his  duties  under  this  Agreement.

          3.     Compensation.
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               (a)     Salary.  For  services rendered under this Agreement, the
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Company  shall  pay  the  Executive  a  salary  of  $180,000  per  annum.


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               (b)     Annual  Review  and  Salary  Adjustment.  The Executive's
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salary will not be subject to adjustment during the initial calendar year of the
Agreement.  The  Executive's  first  salary review shall occur prior to December
31, 2006, and, as appropriate, his salary shall be adjusted effective January 1,
2007  and  shall  be  reviewed  annually  thereafter  during  the  term  of this
Agreement.

               (c)     Stock  Options.  The  Executive may participate in equity
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compensation  programs of the Company in accordance with the policies applicable
to  other  officers of the Company upon such terms as the administrators of such
programs  in  their  discretion  determine.

               (d)     Benefits  and  Vacation.  The Executive shall be eligible
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to  participate in such insurance programs (health, disability, or life) or such
other  health,  dental, retirement, or similar employee benefits programs as the
Board may approve, on a basis comparable to that available to other officers and
executive employees of the Company.  The Executive shall be entitled to four (4)
weeks  of  paid  vacation  per year.  The Executive may accumulate up to one and
one-half  times  his annual vacation accrual rate at any one time.  The value of
any  unforfeited,  accrued but unused vacation time shall be paid in cash to the
Executive  upon  termination  of  his  employment  for  any  reason.

               (e)     Reimbursement  of  Expenses.  The Company shall reimburse
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the  Executive  for  all  reasonable  out-of-pocket  expenses  incurred  by  the
Executive  in connection with the business of the Company and in the performance
of  his  duties  under  this  Agreement upon the Executive's presentation to the
Company  of  an  itemized accounting of such expenses with reasonable supporting
data.

          4.     Termination.  Either  party  may  terminate  the  Executive's
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employment  under  this Agreement, without cause, upon ninety (90) days' written
advance  notice  to  the other party, but subject to the provisions of Section 7
hereof.  The  Company  may  terminate the Executive's employment for "Cause" (as
hereinafter  defined) immediately upon written notice stating the basis for such
termination.  "Cause"  for  termination of the Executive's employment shall only
be  deemed  to  exist  if  the Executive has breached this Agreement and if such
breach  continues  or  recurs  more  than  30 days after notice from the Company
specifying  the  action  which  constitutes  the  breach  and  demanding  its
discontinuance,  exhibited  willful disobedience of reasonable directions of the
Chief  Executive  Officer  or  the  Board,  or  committed  gross  malfeasance in
performance  of his duties hereunder or acts resulting in an indictment charging
the  Executive  with the commission of a felony; provided that the commission of
acts  resulting  in such an indictment shall constitute Cause only if a majority
of  the directors who are not also subject to any such indictment determine that
the Executive's conduct was willful and has substantially adversely affected the
Company  or  its reputation.  A material failure to perform his duties hereunder
that  results from the disability of the Executive shall not be considered Cause
for  his  termination.

          5.     Disability.  If  the  Executive  shall be prevented by illness,
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accident,  or  other  incapacity  from  properly performing his duties hereunder
(and,  if  required by the Company, upon the furnishing of evidence satisfactory
to  the  Company  of  such  disability),  the


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Company  shall,  during  the  continuance  of  his  disability  but only for the
remaining  term  of  this Agreement or six (6) months, whichever is greater, pay
the Executive his compensation payable under the provisions of Section 3 (above)
and  continue  to  provide  the Executive all other benefits provided hereunder,
provided  that  any  amount  received  during such time by the Executive under a
disability insurance policy carried by the Company shall be credited against the
compensation  due to the Executive.  As used herein, the term "disability" shall
mean the complete and total inability of the Executive, due to illness, physical
or comprehensive mental impairment to substantially perform all of his duties as
described  herein  for  a  consecutive  period  of  thirty  (30)  days  or more.

          6.     Death.  In the event of the death of the Executive, except with
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respect  to  any  benefits  which  have  accrued  and  have not been paid to the
Executive hereunder, the provisions of this Employment Agreement shall terminate
immediately.  However,  the  Executive's  estate shall have the right to receive
compensation  due  to  the  Executive  as  of  and to the date of his death and,
furthermore,  to receive an additional amount equal to one-twelfth (1/12) of the
Executive's annual compensation then in effect as specified in Section 3, above.

          7.     Severance  Pay.  Subject  to the conditions set forth below, in
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the  event  that  the  Executive's employment is terminated by the Company other
than  for  Cause,  whether  during  or  after  the  term  of this Agreement, the
Executive  shall  be  entitled,  for  a  period  of six (6) months following the
termination  (if such termination occurs on or before December 31, 2006), or for
a  period  of  twelve (12) months following the termination (if such termination
occurs after December 31, 2006), to receive compensation at an annual rate equal
to the Executive's highest cash compensation received during any 12-month period
of his employment, payable at the Company's regular payment intervals; provided,
that  if  any of such payments would (i) constitute a "parachute payment" within
the  meaning  of  Section 280G of the Internal Revenue Code of l986 (the "Code")
and  (ii)  but  for this proviso be subject to the excise tax imposed by Section
4999  of  the  Code  (the  "Excise  Tax"), the amount payable hereunder shall be
reduced  to the largest amount which the Executive determines would result in no
portion of the payments hereunder being subject to the Excise Tax.  In addition,
the Executive shall be entitled to continue to receive at the Company's expense,
coverage  under the Company's health insurance policies, or comparable coverage,
during  the term of such severance payments, but only until the Executive begins
other  employment  in  connection  with which he is entitled to health insurance
coverage.  As  a  condition  of  the  Executive's  right  to  receive  severance
compensation  as  provided  above,  the  Executive shall sign and deliver to the
Company  a  release  of  all  claims  that  the Executive might otherwise assert
against  the  Company,  in  a  form  approved  by the Company.  If the Executive
voluntarily resigns his employment hereunder, or if his employment is terminated
for  Cause,  the  Executive  shall not be entitled to any severance pay or other
compensation  beyond  the  date  of  termination  of  his  employment.

          8.     Change  of Control/Constructive Termination.  In the event that
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a  Change  of  Control  of  the Company, as hereinafter defined, occurs, and the
Executive's  employment  by  the  Company, or a successor to the business of the
Company,  is  terminated  by the Company or the successor in connection with, or
within  one year after, the occurrence of such Change of Control, or if, after a
Change  of  Control,  the  Executive  terminates his employment as a result of a
"constructive  termination"  of his employment by the Company or such successor,
the


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Executive  shall  be  entitled  for  a  period  of  two (2) years following such
termination  or  constructive  termination, to receive compensation at an annual
rate  equal  to  the  Executive's  highest cash compensation received during any
12-month  period  of  his  employment,  payable at the Company's regular payment
intervals;  provided,  that  if  any  of  such  payments  would (i) constitute a
"parachute  payment"  within the meaning of Section 280G of the Internal Revenue
Code of l986 (the "Code") and (ii) but for this proviso be subject to the excise
tax  imposed  by Section 4999 of the Code (the "Excise Tax"), the amount payable
hereunder  shall be reduced to the largest amount which the Executive determines
would result in no portion of the payments hereunder being subject to the Excise
Tax.  For  purposes of this Section, a "constructive termination" by the Company
or  its  successor  shall  be  deemed  to  occur if the Executive is assigned to
another  position,  not  comparable  in  terms  of  salary,  duties,  status  or
authority,  or  substantially  reducing the Executive's job responsibilities and
authority  from  the  position,  responsibilities  and/or  authority held by the
Executive  prior  to  the Change of Control, or if the Executive's place of work
shall  be  moved  more than 75 miles from the Executive's place of work with the
Company  prior  to  the  Change  of  Control.  For purposes of this Section 8, a
Change  of  Control shall be deemed to have occurred in the event that a merger,
sale  of  assets,  sale  or exchange of stock, or other corporate reorganization
occurs with another corporation or other entity, following which and as a result
of which, at least 50% of the ownership interest of the surviving corporation is
held  by  persons  other  than  the  shareholders  of  the Company prior to such
transaction,  or  a  majority  of the directors of the surviving corporation are
persons  other than the directors of the Company prior to such transaction.  Any
notice  by the Executive to the Company or its successor claiming a constructive
termination of the Executive shall specify the claimed default by the Company or
the  successor  and  the Company or its successor shall have ninety (90) days to
make  such  modifications in the Executive's working relationship as to overcome
the  constructive  termination.

          9.     Indemnification.  The  Company  shall,  to  the  full  extent
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permitted by applicable law, indemnify the Executive and hold him harmless if he
is  a  party, or is threatened to be made a party, to any threatened, pending or
completed  action,  suit or proceeding, whether civil, criminal, administrative,
or  investigative, by reason of the fact that the Executive is or was an officer
and  employee  of the Company or is or was serving at the request of the Company
as  a  director, officer, employee or agent of another corporation, partnership,
joint venture, trust or other enterprise, against expenses (including attorneys'
fees),  judgments,  fines and amounts paid in settlement actually and reasonably
incurred  by the Executive in connection with such action, suit or proceeding so
long  as  the  Executive  acted in good faith and in a manner that he reasonably
believed  to be in or not opposed to the best interests of the Company and, with
respect to any criminal action or proceeding, had no reasonable cause to believe
his  conduct  was unlawful.  To the fullest extent permitted by law, the Company
shall  pay such expenses of the Executive in advance of the final disposition of
such  action  upon  satisfying  such  conditions  as  may be imposed by law with
respect  to  such  advances.

          10.     Covenant  Not  to  Compete.  During  the  continuance  of  his
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employment  by  the Company and for a period of six (6) months after termination
(if  such termination occurs on or before December 31, 2006), or for twelve (12)
months  after  termination  of  his employment (if such termination occurs after
December  31,  2006),  the  Executive  shall  not,  anywhere  in  the


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United States, engage in any business which competes directly or indirectly with
the  Company.  Any  company  or  business  which  is  engaged in the air medical
transport  business  or  the  business of furnishing or retrofitting aircraft to
provide  medical  transports  shall  be  deemed  to  be  engaged  in business in
competition  with  the  Company.

          11.     Trade  Secrets  and  Confidential  Information.  During  his
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employment  by  the  Company,  and  for  a  period of five years thereafter, the
Executive  shall  not, directly or indirectly, use, disseminate, or disclose for
any  purpose  other  than for the purposes of the Company's business, any of the
Company's  confidential  information or trade secrets, unless such disclosure is
compelled  in  a  judicial  proceeding.  Upon termination of his employment, all
documents,  records,  notebooks,  and similar repositories of records containing
information  relating  to  any trade secrets or confidential information then in
the  Executive's  possession  or  control, whether prepared by him or by others,
shall  be  left  with  the  Company or returned to the Company upon its request.

          12.     Severability.  It is the desire and intent of the parties that
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the  provisions  of  Sections  10 and 11 shall be enforced to the fullest extent
permissible  under  the laws and public policies applied in each jurisdiction in
which enforcement is sought.  Accordingly, if any particular sentence or portion
of  either Section 10 or 11 shall be adjudicated to be invalid or unenforceable,
the  remaining  portions of such section nevertheless shall continue to be valid
and  enforceable as though the invalid portions were not a part thereof.  In the
event  that any of the provisions of Section 10 relating to the geographic areas
of  restriction  or  the  period  of  restriction  shall be deemed to exceed the
maximum  area  or  period  of time which a court of competent jurisdiction would
deem enforceable, the geographic areas and times shall, for the purposes of this
Agreement,  be  deemed  to be the maximum areas or time periods which a court of
competent  jurisdiction  would  deem valid and enforceable in any state in which
such  court  of  competent  jurisdiction  shall  be  convened.

          13.     Injunctive Relief.  The Executive agrees that any violation by
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him  of  the  agreements  contained  in  Sections  10 and 11 are likely to cause
irreparable  damage  to  the  Company,  and  therefore agrees that if there is a
breach or threatened breach by the Executive of the provisions of said sections,
the  Company  shall  be entitled to an injunction restraining the Executive from
such  breach.  Nothing herein shall be construed as prohibiting the Company from
pursuing  any  other  remedies  for  such  breach  or  threatened  breach.

          14.     Miscellaneous.
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               (a)     Notices.  Any  notice  required  or permitted to be given
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under  this  Agreement shall be directed to the appropriate party in writing and
mailed  or  delivered,  if  to the Company, to P.O. Box 4114, 7301 South Peoria,
Englewood,  Colorado  80155  or  to  the  Company's  then  principal  office, if
different,  and  if  to the Executive, to such address as the Executive may have
furnished  to the Company for this purpose or, if the Executive has furnished no
such  address,  to  the Executive's last known address as shown on the Company's
records.

               (b)     Binding  Effect.  This  Agreement  is  a personal service
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agreement  and  may not be assigned by the Company or the Executive, except that
the  Company  may  assign


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this  Agreement to a successor by merger, consolidation, sale of assets or other
reorganization.  Subject  to the foregoing, this Agreement shall be binding upon
and  inure to the benefit of the parties hereto and their respective successors,
assigns,  and  legal  representatives.

               (c)     Amendment.  This  Agreement  may not be amended except by
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an  instrument  in  writing  executed  by  each  of  the  parties  hereto.

               (d)     Applicable  Law.  This  Agreement  is entered into in the
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State  of  Colorado  and  for  all purposes shall be governed by the laws of the
State  of  Colorado.

               (e)     Counterparts.  This  instrument may be executed in one or
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more  counterparts,  each  of  which  shall  be  deemed  an  original.

               (f)     Entire Agreement.  This Agreement supersedes and replaces
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all  prior  agreements  between  the  parties  related  to the employment of the
Executive  by  the  Company.

          IN WITNESS WHEREOF, the parties have executed this Agreement as of the
date  first  above  written.

                                     AIR  METHODS  CORPORATION

                                     By: /s/ Aaron D. Todd             5/5/06
                                         ---------------------------------------
                                         Aaron D. Todd, Chief Executive Officer


                                     THE EXECUTIVE:


                                     /s/ Michael D. Allen              5/5/06
                                     -------------------------------------------


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