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): 04/28/2009

Genaera Corporation

(Exact name of registrant as specified in its charter)

Commission File Number: 0-19651

DE		13-3445668
(State or other jurisdiction of		(IRS Employer
incorporation)		Identification No.)

5110 Campus Drive, Plymouth Meeting, PA 19462

(Address of principal executive offices, including zip code)

610.941.4020

(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:

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

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

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

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

Item 8.01. Other Events

On April 28, 2009, Genaera Corporation, (the "Company') issued a press release announcing that its Board of Directors has determined to liquidate the Company's assets and to dissolve the Company. The Company's Board of Directors has approved a Plan of Complete Liquidation and Dissolution of the Company (the "Plan of Dissolution"), subject to stockholder approval. The Company intends to hold a special meeting of stockholders to seek approval of the Plan of Dissolution and has filed preliminary proxy materials with the Securities and Exchange Commission and will file definitive proxy materials in the near future. A copy of the Company's press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

d) Exhibits

Exhibit Number Description

99.1 Press release of the Company dated April 28, 2009 - "Genaera Corporation Announces Approval of Plan of Liquidation and Dissolution by Board of Directors."

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.

		Genaera Corporation


Date: April 29, 2009	By:	/s/ Leanne M. Kelly
		Leanne M. Kelly
		Senior Vice President and Chief Financial Officer

Exhibit Index

Exhibit No.		Description
EX-99.1		Press release of the Company dated April 28, 2009 - "Genaera Corporation Announces Approval of Plan of Liquidation and Dissolution."

GENAERA CORP 8-K