UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): May 9, 2005

GENTA INCORPORATED
(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or Other Jurisdiction of Incorporation)

0-19635     33-0326866
(Commission File Number)     (IRS Employer Identification No.)
   
Two Connell Drive
Berkeley Heights, NJ
    07922
(Address of Principal Executive Offices)     (Zip Code)


(908) 286-9800
(Registrant’s Telephone Number, Including Area Code)


(Former Name or Former Address, if Changed Since Last Report)


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))


 


 

Item 2.02 Results of Operations and Financial Condition.

On May 9, 2005 Genta Incorporated (“Genta”) issued a press release announcing financial results for the first quarter ended March 31, 2005. Genta will hold a conference call on May 18, 2005 to review financials, milestones, and ASCO presentations. The press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 8.01 Other Events.

On May 10, 2005 Genta issued a press release announcing that Genta and Aventis, part of the sanofi-aventis Group, have signed an agreement to terminate their development and commercialization collaboration for Genasense® (oblimersen sodium injection). The press release is attached hereto as Exhibit 99.2 and incorporated herein by reference.

Exhibit
Number
          Description

 
99.1   Press Release dated May 9, 2005
     
99.2   Press Release dated May 10, 2005

 


 

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.

    GENTA INCORPORATED
     

Date:  May 10, 2005 By:    /s/ William P. Keane
 
 
      Name:   
William P. Keane
      Title:  Senior Vice President, Chief Financial Officer and Corporate Secretary

 


 

EXHIBIT INDEX

Exhibit
Number
  Description Sequentially
Numbered Page
        
99.1   Press Release dated May 9, 2005  
       
99.2   Press Release dated May 10, 2005